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.
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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.
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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.
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Examples of Public Merger in a sentence

  • Setting the eligibility threshold by age of arrears is appropriate because it allows the program to scale to each utility’s rates and each customer’s consumption and bills.

  • The Paying Agent shall, pursuant to irrevocable instructions, deliver the Public Merger Consideration and LP Merger Consideration contemplated to be issued pursuant to Section 3.01 and Section 3.02 out of the Exchange Fund.

  • 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.

  • Any portion of the Public Merger Consideration made available to the Paying Agent pursuant to Section 3.03 to pay for shares of Company Class A Common Stock for which appraisal rights have been perfected shall be returned to Parent upon demand.

  • The Company shall pay all charges and expenses, including those of the Paying Agent, in connection with the exchange of Certificates, LP Certificates, Book-Entry Shares or Book-Entry Units for the Public Merger Consideration, the LP Merger Consideration or the Warrant Consideration (if applicable).

  • As a result of the Public Merger, the separate corporate existence of Merger Sub Inc.

  • Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Public Merger and without any action on the part of Parent, Merger Sub Inc.

  • To the fullest extent permitted by Law, immediately prior to the date any Public Merger Consideration or LP Merger Consideration would otherwise escheat to or become the property of any Governmental Authority, such Public Merger Consideration and LP Merger Consideration shall become the property of Parent, free and clear of all claims or interest of any Person previously entitled thereto.

  • Wage Secondary Compl or More More than Primary, Less Than Secondary Complete Primary Education or Less Figure 8: Descriptive Statistics for the Survey Experiment.

  • 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 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.
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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.
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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.
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Public Merger shall have the meaning specified in the Certificate of Designation.
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Public Merger is defined Section 5(a).
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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").
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Related to Public Merger

  • Company Merger has the meaning specified in the Recitals hereto.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

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

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

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Permitted Merger shall have the meaning set forth in Section 3.01.

  • Reorganization Transactions shall have the meaning set forth in the Recitals.

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

  • Merger has the meaning set forth in the Recitals.

  • Business Combination Transaction means:

  • Reverse Merger means any transaction pursuant to which an Operating Unlisted Company becomes a Listed Company by merging with and into a Listed Shell Company;

  • Bank Merger Agreement has the meaning set forth in Section 6.10.

  • Cash Merger has the meaning set forth in Section 5.04(b)(ii).

  • Bank Merger has the meaning set forth in Section 1.03.

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

  • Reorganization Event has the meaning specified in Section 5.6(b).

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Certificate of Merger has the meaning set forth in Section 2.2.

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

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

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

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

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Void Transaction means any transaction wherein the transaction has taken place but has been cancelled /rejected /unsuccessful by the Alliance Partner.