SPAC Stockholder Approval definition

SPAC Stockholder Approval means approval of the Transaction Proposals by the affirmative vote of the holders of the requisite number of SPAC Shares and Sponsor Shares entitled to vote thereon, whether in person or by proxy at the SPAC Stockholders Meeting (or any adjournment thereof), in accordance with the Governing Documents of SPAC and applicable Law.

SPAC Stockholder Approval has the meaning specified in Section 4.02(b).

SPAC Stockholder Approval has the meaning ascribed to such term in the SID.

Examples of SPAC Stockholder Approval in a sentence

• Subject to the receipt of the SPAC Stockholder Approval, the execution and delivery of this Agreement, the Ancillary Documents to which SPAC is or will be a party and the consummation of the transactions contemplated hereby and thereby have been (or, in the case of any Ancillary Document entered into after the date of this Agreement, will be upon execution thereof) duly authorized by all necessary corporate action on the part of SPAC.

• The execution and delivery of this Agreement by SPAC and the consummation by SPAC of the Transactions, has been duly and validly authorized by all necessary corporate action, and no other corporate proceedings on the part of SPAC is necessary to authorize this Agreement or to consummate the Transactions (other than the receipt of the SPAC Stockholder Approval).

• The SPAC Stockholder Approval, other than any precatory approvals, shall have been obtained.

• Subject to the receipt of the SPAC Stockholder Approval, the execution and delivery of this Agreement, the Ancillary Documents to which SPAC is or will be a party and the consummation of the Transactions have been (or, in the case of any Ancillary Document entered into after the date of this Agreement, will be upon execution thereof) duly authorized by all necessary corporate action on the part of SPAC.

• Each SPAC Party has the requisite corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is or will be a party, to perform its obligations hereunder and thereunder (subject to the SPAC Stockholder Approval and the stockholder approval contemplated in Section 5.9) and to consummate the transactions contemplated hereby and thereby.

More Definitions of SPAC Stockholder Approval

SPAC Stockholder Approval means the affirmative vote of the holders of at least two-thirds of the SPAC Shares at the Special Meeting, or such other lower standard as may be applicable to a specific SPAC Stockholder Matter, in accordance with the Proxy Statement and the SPAC Governing Documents.

SPAC Stockholder Approval means the approval of each of the Transaction Proposals (which, for the sake of clarity, shall not in any event include the SPAC Public Warrant Amendment Proposal) by the affirmative vote of the requisite number of shares and, if applicable, requisite classes of SPAC Common Stock entitled to vote thereupon (as determined in accordance with the SPAC Governing Documents), whether in person or by proxy at a shareholders’ meeting duly called by the SPAC Board and held for such purpose in accordance with applicable Law, the SPAC Governing Documents and applicable rules and regulations of the NYSE.

SPAC Stockholder Approval means (a) with respect to the approval of the amendment and restatement of SPAC’s certificate of incorporation in the Merger, the affirmative vote of (i) a majority of the outstanding shares of SPAC Class B Stock, and (ii) at least a majority of the outstanding SPAC Shares entitled to vote on the matter at the SPAC Special Meeting, (b) with respect to the approval and adoption of this Agreement and approval of the Merger, the affirmative vote of the holders of at least a majority of the outstanding SPAC Shares entitled to vote on the matter at the SPAC Special Meeting, (c) with respect to the approval of the material differences between SPAC’s existing certificate of incorporation and the Company A&R Articles, the affirmative vote of the holders of at least a majority of the outstanding SPAC Shares entitled to vote on the matter at the SPAC Special Meeting, and (d) with respect to the adjournment of the SPAC Special Meeting, if necessary, to permit further solicitation of proxies because there are not sufficient votes to approve and adopt any of the proposals set forth in clauses (a) and (b) of the definition of SPAC Stockholder Matters, the affirmative vote of the holders of a majority of the votes cast by the SPAC Stockholders present in person or represented by proxy at the SPAC Special Meeting. Notwithstanding anything else contained herein, the SPAC Stockholder Approval shall include the SPAC Minority Stockholder Approval.

SPAC Stockholder Approval means, collectively, the Required SPAC Stockholder Approval and the Other SPAC Stockholder Approval.

SPAC Stockholder Approval means (i) with respect to the approval of the amendment and restatement of SPAC’s certificate of incorporation in the Merger, the affirmative vote of the majority of the outstanding shares of SPAC Class B Stock, (ii) with respect to the approval and adoption of this Agreement and approval of the Merger, the affirmative vote of the holders of at a majority of the outstanding SPAC Shares entitled to vote on the matter at the SPAC Special Meeting, (iii) with respect to the approval of the material differences between the SPAC’s existing certificate of incorporation and the Company A&R Articles, the affirmative vote of the holders of at a majority of the outstanding SPAC Shares entitled to vote on the matter at the SPAC Special Meeting, and (iv) with respect to the adjournment of the SPAC Special Meeting, if necessary, to permit further solicitation of proxies because there are not sufficient votes to approve and adopt any of the proposals set forth in clauses (i) and (ii) of the definition of SPAC Stockholder Matters, the affirmative vote of the holders of a majority of the votes cast by the SPAC Stockholders present in person or represented by proxy at the SPAC Special Meeting.

SPAC Stockholder Approval has the meaning set forth in the Merger Agreement.

SPAC Stockholder Approval has the meaning specified in Section 9.01(c).