Purchaser Board Recommendation has the meaning set forth in Section 6.07(d).
Purchaser Board Recommendation has the meaning specified in Section 2.6(2).
Purchaser Board Recommendation means the unanimous determination of the Purchaser Board, after consultation with its legal and financial advisors, that the Arrangement is in the best interests of the Purchaser and the unanimous recommendation of the Purchaser Board to Purchaser Shareholders that they vote in favour of the Purchaser Shareholder Resolution;
Examples of Purchaser Board Recommendation in a sentence
Except in the case of a Change in Recommendation pursuant to Section 6.07(d), the Purchaser Board Recommendation shall be included in the Proxy Statement.
Except in the case of a Change in Recommendation pursuant to Section 5.07(d), the Purchaser Board Recommendation shall be included in the Proxy Statement.
The Purchaser Board shall not (and no committee thereof shall) withdraw or modify, or publicly propose to withdraw or modify, the Purchaser Board Recommendation.
The proviso to the definition of “Termination Day” set forth in Exhibit I to the Agreement is hereby deleted in its entirety.
The Purchaser shall include in the Proxy Statement (and any supplement or amendment thereto) the Purchaser Board Recommendation (subject to Section 7.02(c) and Section 7.02(d) ) and shall use its reasonable best efforts to solicit proxies from its stockholders to obtain the Purchaser Stockholder Approval.
The Purchaser Board has approved the Purchaser Board Recommendation.
The Purchaser shall include the Purchaser Board Recommendation in the Registration Statement and the Proxy Statement, subject to Section 5.12(c).
More Definitions of Purchaser Board Recommendation
Purchaser Board Recommendation has the meaning given to such term in Section 6.5(b).
Purchaser Board Recommendation has the meaning specified in Section 6.20(c).
Purchaser Board Recommendation has the meaning given in paragraph 4 of this Schedule 5;
Purchaser Board Recommendation has the meaning specified in Section 2.11(1)(h). "Purchaser Change in Recommendation" occurs or is made when, (i) the Purchaser Board or any committee of the Purchaser Board fails to unanimously recommend or withdraws, amends, modifies or qualifies, publicly proposes or states its intention to do so, or fails to publicly reaffirm (without qualification) within five (5) Business Days (and in any case prior to the Purchaser Shareholder Meeting) after having been requested in writing by the Company to do so, the Purchaser Board Recommendation, or (ii) the Purchaser Board or any committee of the Purchaser Board takes any other action that is or becomes disclosed publicly and which can reasonably be interpreted to indicate that the Purchaser Board or a committee of the Purchaser Board does not support the Arrangement and this Agreement or does not believe that the Arrangement and this Agreement are in the best interests of the Purchaser, or (iv) the Purchaser Board or any committee of the Purchaser Board resolves or proposes to take any of the foregoing actions. "Purchaser Circular" means the notice of the Purchaser Shareholder Meeting and accompanying management information circular, including all schedules, appendices and exhibits to, and information incorporated by reference in, such management information circular, to be sent to the Purchaser Shareholders in connection with the Purchaser Shareholder Meeting, as amended, supplemented or otherwise modified from time to time in accordance with the terms of this Agreement. "Purchaser Convertible Instruments" has the meaning specified in Section (f) of Schedule E. "Purchaser Debenture Indenture" means the convertible debenture indenture dated June 6, 2017 between the Purchaser and Computershare Trust Company of Canada, as may be amended, restated or supplemented from time to time. "Purchaser Debentures" means the convertible debentures of the Purchaser issued pursuant to Purchaser Debenture Indenture. "Purchaser Dilutive Securities" has the meaning specified in Section (f) of Schedule E. "Purchaser Disclosure Letter" means the disclosure letter dated the date of this Agreement and delivered by the Purchaser to the Company with this Agreement. "Purchaser Employees" means the employees of the Purchaser and its Subsidiaries.
Purchaser Board Recommendation means the recommendation of the Purchaser Board of Directors to the Purchaser Shareholders in favor of the Purchaser Shareholder Approval. Except for the Purchaser Shareholder Approval, no other corporate proceedings on the part of Purchaser are necessary to authorize this Plan of Merger or to consummate the Merger. This Plan of Merger has been duly executed and delivered by, and (assuming due authorization, execution and delivery by Company) constitutes valid and binding obligations of, Purchaser and is enforceable against Purchaser in accordance with its terms, except to the extent that (i) such enforcement may be subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar Laws, now or hereafter in effect, relating to creditors' rights generally and (ii) equitable remedies of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. The issuance of the shares of Purchaser Common Stock constituting the Per Share Merger Consideration has been duly authorized by the Purchaser Board of Directors and there are sufficient shares of Purchaser Common Stock authorized but unissued to complete the Merger, and when issued, the shares of Purchaser Common Stock constituting the Per Share Merger Consideration will be fully paid and non-assessable.