Examples of Stockholder Approval Condition in a sentence
The execution and delivery of this Agreement has been duly authorized by all necessary corporate action on the part of the Company, and the consummation by it of the transactions contemplated hereby has been duly authorized by all necessary corporate action on the part of the Company, subject to the Company Stockholder Approval Condition.
This Agreement has been duly executed and delivered by the Company and, subject to the Company Stockholder Approval Condition, constitutes a valid and binding obligation of the Company enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally.
The Company has all requisite corporate power and authority to enter into this Agreement and, subject to the adoption of this Agreement and the Merger by the holders of not less than 66-2/3% of the outstanding Company Common Stock (the "Company Stockholder Approval Condition"), to consummate the transactions contemplated hereby.
The Offer is conditioned upon, among other things, the Minimum Tender Condition and the Phelps Dodge Stockholder Approval Condition (in each case as defined in the Prospectus).
For more information, you should read the discussion under the caption "Extension, Termination and Amendment." We have called a special meeting of our stockholders to be held on October 13, 1999 so that we can obtain the approvals necessary to satisfy the Phelps Dodge Stockholder Approval Condition.
The Company will solicit such stockholder approval (the “Stockholder Approval”) of both the Nasdaq Stockholder Approval Condition and Proposal No. 2 through a proxy statement and related materials (as in effect on the date of this Agreement, the “Proxy Statement”) filed with the Securities and Exchange Commission (the “Commission”) (such solicitation, the “Proxy Solicitation”).
In addition, in the event Stockholder Approval Condition has not been satisfied by the Company on or before the Stockholder Approval Termination Date (as may be extended by the Company), the Company will release the Investors funds from escrow and have the full amount of such funds returned to Investor.
If the Stockholder Approval Condition is not satisfied by June 30, 2005, then the funds deposited with the Escrow Agent for the Second Closing shall be returned to the Investors in the manner specified in the Escrow Agreement.
The Company is required to seek the stockholder approval in satisfaction of the Stockholder Approval Condition within 45 days of the date of the First Closing (the “Stockholder Approval Termination Date”).
The Company shall, through its Board of Directors, recommend to its stockholders that the Stockholder Approval Condition be satisfied by stockholders of the Company entitled to vote at the Company Stockholder Meeting.