Second Merger Sub Ordinary Shares means the ordinary shares, par value $1.00 per share, of the Second Merger Sub.
Second Merger Sub Ordinary Shares means the ordinary shares, of the Second Merger Sub.
Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Merger Sub 1 has the meaning set forth in the Preamble.
Second Merger has the meaning set forth in the Recitals.
Merger Sub 2 has the meaning set forth in the Preamble.
First Merger has the meaning set forth in the Recitals.
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Total Merger Consideration has the meaning set forth in Section 2.2(a).
Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).
Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).
Merger Sub I has the meaning set forth in the Preamble.
Company Merger has the meaning specified in the Recitals hereto.
Merger Sub Board means the board of directors of Merger Sub.
Parent Ordinary Shares means the ordinary shares, no par value per share, of Parent.
Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;
Base Merger Consideration means $1,500,000,000.
Merger Shares has the meaning set forth in Section 2.2(c).
Closing Merger Consideration has the meaning set forth in Section 2.02
Merger Sub II has the meaning set forth in the Preamble.
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
MergerCo has the meaning set forth in the Preamble.
New Ordinary Shares means the new Ordinary Shares arising on Conversion of the C Shares;
Cash Merger Consideration has the meaning set forth in Section 2.9(a).
A Ordinary Shares means the ‘A’ ordinary shares of £1.00 each in the capital of the Company;
Company Shareholder Approval means the approval and adoption of this Agreement and the Transactions (including the Merger) at the Shareholders’ Meeting by the Requisite Company Vote.
Merger Closing means the “Closing” as defined in the Merger Agreement.