Public Company Merger definition

Public Company Merger means any merger of the Company with or into any other entity a result of which is that shares of common stock or equity securities of the surviving entity (or an affiliate thereof) received by the holders of securities of the Company pursuant to such merger are listed on the New York Stock Exchange or the Nasdaq Stock Market or other stock exchange or listing system, or trade on any electronic quotation system, “Pink Sheets”, “OTCBB” or any similar system.
Sample 1Sample 2Sample 3
Public Company Merger shall have the meaning provided in the Transaction Agreement.
Sample 1Sample 2
Public Company Merger means the consummation of the merger of Texas Genco Holdings, Inc. with a wholly owned subsidiary of CenterPoint Energy, Inc. pursuant to the Transaction Agreement.
Sample 1

Examples of Public Company Merger in a sentence

  • Panels of top industry professionals will discuss developments and highlight specific issues through a mock board meeting and mock negotiation of select provisions in a merger agreement.On January 15, Morris Nichols partner Patricia Vella participates in the panel, “Negotiating the Public Company Merger Agreement.” Tricia and co-panelists Joel I.

  • Through 01.13.2017New York, New YorkEvent Sponsor: Practising Law InstituteFrom January 12-13, 2017, the Practising Law Institute hosts a two-day conference focusing on M&A trends and developments in New York City.On day one, Morris Nichols partner Patricia Vella participates in the panel, “Negotiating the Public Company Merger Agreement.” Moderated by Steven M.

  • In connection with any Repayment Event that is a Public Company Merger, the Holder may elect to receive any of the payments contemplated by this Section 2(a) either in (A) cash, (B) securities issued by the surviving entity in connection with such Public Company Merger (which securities issued by the surviving entity shall be valued based on the price per such security (or value per such security) in such Public Company Merger) or any combination of the foregoing (A) and (B).

  • All shares of common stock, par value $0.001 per share of Merger Partner (“Merger Partner Common Stock”) that are held in treasury or by any Subsidiary of Merger Partner and any shares of Merger Partner Common Stock owned by Public Company, Merger Sub or any other Subsidiary of Public Company immediately prior to the Effective Time shall be cancelled and shall cease to exist and no stock of Public Company or other consideration shall be delivered in exchange therefor.

  • Each of Public Company, Merger Sub and Merger Partner shall use commercially reasonable efforts to cause the Merger to qualify, and agree not to, and not to permit or cause any of their Affiliates or Subsidiaries to, take any action or cause any action to be taken which could reasonably be expected to prevent or impede the Merger from qualifying, as a “reorganization” within the meaning of Section 368(a) of the Code.

  • On or about December 30, 2008, prior to the Public Company Merger, DesignLine International Holdings, as licensor, entered into a license agreement (the “ 2008License Agreement”) with Defendant MABCO, as licensee, whereby DesignLine International Holdings was to transfer to MABCO the know-how for the reproduction of proprietary hybrid and electric drive systems and overall vehicle designs (“Contractual Products”).

  • In connection with the Public Company Merger, Defendants Buster Glosson and Brad Glosson, using the mails and wires in the United States, solicited the potential initial purchasers of the stock of Jasper Ventures, Inc.

  • To the extent permitted by applicable law, none of Public Company, Merger Sub, Merger Partner, the Surviving Corporation or the Exchange Agent shall be liable to any holder of shares of Merger Partner Common Stock or Public Company Common Stock, as the case may be, for such shares or any cash amounts required to be delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.

  • Defendant Buster Glosson supplied false information for the guidance of others in various business transactions in connection with the Phoenix Capital Scheme, the Eagle Scheme, the Public Company Merger Scheme, the 2009-2010 Wrongful Acts, the IP and Corporate Opportunity Theft Scheme, and the DesignLine NZ Theft Scheme.

  • Defendant Buster Glosson made false representations and concealed material facts in connection with the Phoenix Capital Scheme, the Eagle Scheme, the Public Company Merger Scheme, the 2009-2010 Wrongful Acts, the IP and Corporate Opportunity Theft Scheme, and the DesignLine NZ Theft Scheme.

Related to Public Company Merger

  • Company Merger has the meaning set forth in the recitals hereto.

  • First Merger shall have the meaning given in the Recitals hereto.

  • Public Company means any Person with a class or series of Voting Stock that is traded on a stock exchange or in the over-the-counter market.

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Share Exchange has the meaning set forth in Section 2.1.

  • Second Merger has the meaning set forth in the Recitals.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Merger Sub I has the meaning set forth in the Preamble.

  • Merger Closing means the “Closing” as defined in the Merger Agreement.

  • MergerSub has the meaning set forth in the Preamble.

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Merger Sub II has the meaning set forth in the Preamble.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Merger Sub Common Stock means the shares of common stock, par value $0.001 per share, of Merger Sub.

  • Merger Sub has the meaning set forth in the Preamble.

  • Share Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Bank Merger has the meaning set forth in the recitals.

  • Effective Time has the meaning set forth in Section 2.2.

  • Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.