Public Merger definition

Public Merger means a merger or consolidation with a company whose stock at the time of the event is registered under the Securities Exchange Act of 1934, as amended, and is traded on the New York Stock Exchange, American Stock Exchange or the NASDAQ Stock Market at the time of the event and only where the merger or consolidation with such company has been pre-approved by the holders of a majority of the Series Preferred Shares which pre-approval will be deemed obtained if the Board members elected by the holders of Series Preferred Shares so concur.

Public Merger means an Acquisition of the Company in which the Common ------------- Stock shareholders of the Company receive securities which are listed or admitted to trading on any national securities exchange or traded on any national market system or approved for quotation in the National Association of Securities Dealers, Inc. automated quotation system or any similar system of automated dissemination of quotations of securities prices.

Public Merger means a merger or consolidation with a corporation whose stock at the time of the event is registered under the Securities Exchange Act of 1934, as amended, and is traded on the New York Stock Exchange, American Stock Exchange or NASDAQ at the time of the event.

Examples of Public Merger in a sentence

• PUBLIC MARKET EVENT means the first of either (i) a Public Merger or (ii) a Qualified Public Offering.

• This Agreement shall be binding upon and inure to the benefit of Executive, his heirs, distributes and assigns and the Company, its successors (e.g. Public Company via Public Merger), and assigns.

• In the event the Exchange Fund or the Compensatory Award Fund shall be insufficient to make the payments in connection with the Public Merger and the LP Mergers contemplated by Section 3.01, Section 3.02 or Section 3.06, respectively, Parent shall promptly deposit or cause to be deposited additional funds with the Paying Agent or the Surviving Corporation, as applicable, in an amount that is equal to the deficiency in the amount required to make the applicable payment.

• Parent will take all actions necessary to cause each Merger Sub (a) to perform its obligations under this Agreement and to consummate the Public Merger and the LP Mergers, as the case may be, on the terms and subject to the conditions set forth in this Agreement, and (b) prior to the Effective Time and LP Mergers Effective Time, not to conduct any business, or incur or guarantee any Indebtedness or make any investments, other than as specifically contemplated by this Agreement.

• None of the parties shall take any action, or fail to take any action, that could reasonably be expected to cause the Redomestication Merger or the New Holdco Merger together with the LLC Conversion to fail to qualify as a reorganization within the meaning of Section 368(a)(1)(F) of the Code or any Public Merger to fail to qualify as a reorganization within the meaning of Section 368(a) of the Code.

More Definitions of Public Merger

Public Merger means the transactions contemplated by that certain Agreement and Plan of Merger, dated as of June 21, 2022, by and among OneWater Marine Inc., OBCMS, Inc., and OBCI.

Public Merger is defined Section 5(a).

Public Merger means a merger or consolidation of the Company with and into any other corporation or corporations in which the Common Stock is canceled and exchanged in whole or in part for securities belonging to a class of securities registered under the Exchange Act.

Public Merger means the completion of a merger of the Company into, or the acquisition of the Company by, a public non-operating U.S. company (the "Public Company").

Public Merger shall have the meaning specified in the Certificate of Designation.

Public Merger means the transactions contemplated by that certain Agreement and Plan of Merger, dated as of June 21, 2022, by and among OneWater Marine Inc., OBCMS, Inc., and OBCI. 44

Public Merger means either: (a) any consolidation or merger of the Company with or into another corporation or entity if following such merger, the stockholders of the Company immediately prior to such transaction own less than 50% of the outstanding shares of the surviving entity where the surviving entity’s capital stock trades on the Nasdaq National Market, New York Stock Exchange, Over-the-Counter or other exchange, or (b) a sale of all or substantially all of the assets of the Company to a corporation or entity whose capital stock trades on the Nasdaq National Market, New York Stock Exchange, Over-the-Counter or other exchange.