Target Board Recommendation definition

Target Board Recommendation means a unanimous and unqualified recommendation from the Target Directors to the Target Shareholders: (i) that Target Shareholders vote in favour of the Scheme at the Court Meeting and the Target Resolutions at the General Meeting; or (ii) if Bidco proceeds with the Acquisition by way of an Offer, in accordance with this Agreement and the Panel consents, to accept the Offer, as the case may be;
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Target Board Recommendation has the meaning set forth in Section 5.03(d).
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Target Board Recommendation means the unanimous and unconditional recommendation of the Target Directors to the Target Shareholders:
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Examples of Target Board Recommendation in a sentence

  • Except to the extent that the Target Board affects a Target Adverse Recommendation Change as permitted by Section 7.04, the Target Proxy Statement will include the Target Board Recommendation.

  • Target shall have the right to review and comment upon the drafts of the Voluntary Offer Document prior to its publication and the correspondence with Oslo Børs regarding the approval of the Offer Document, but shall not have any right or obligation to approve or authorise the contents of the Voluntary Offer Document, except for the Target Board Recommendation (as defined below).

  • Except to the extent that the Target Board shall have effected a Target Adverse Recommendation Change as permitted by Section 5.04(b) hereof, the Proxy Statement shall include the Target Board Recommendation.

  • Target agrees that, except as permitted by Section 5.4(c), neither the Board of Directors of Target nor any committee thereof shall withdraw, qualify, modify or amend, or propose to withdraw, qualify, modify or amend, in any manner adverse to Parent or Merger Sub, the Target Board Recommendation, or take any action, or make any public statement, filing or release inconsistent with the Target Board Recommendation.

  • Target shall consult Offeror in relation to such strategy for communicating the provisions of Schedule 1 (Share Plans and Employee Matters), provided that there has not been a Target Board Recommendation Change.

  • Target intends to consult Bidco in relation to such strategy for communicating the provisions of Schedule 1 (Share Plans and Employee Matters) provided that there has not been a Target Board Recommendation Change.

  • The Target hereby consents to the inclusion of the Target Board Recommendation in the Offer Documents.

  • Except to the extent that the Target Board shall have effected a Target Adverse Recommendation Change as permitted by Section 5.05 hereof, the Joint Proxy Statement shall include the Target Board Recommendation.

  • Target will submit the Arrangement Resolution to the Target Shareholders at the Target Meeting regardless of whether the Target Board has withdrawn, modified or qualified the Target Board Recommendation.

  • Do not use salves or ointments, unlessdirected by doctor.First-aid measures after ingestion:Do NOT induce vomiting.


More Definitions of Target Board Recommendation

Target Board Recommendation means, as the case may be, the Seller Board Recommendation (if Seller is the Target Party) or the Parent Board Recommendation (if Parent is the Target Party).
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Target Board Recommendation is defined in Section 5.1.3(a)(i).
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Target Board Recommendation means a unanimous, unqualified and unconditional recommendation of the Target Directors to the Target Shareholders:
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Target Board Recommendation has the meaning set forth in § 6(a)(xxiv)(A) below.
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Target Board Recommendation is defined in Section 10 of Schedule D.
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Target Board Recommendation is defined in Section 9.04(b).
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Related to Target Board Recommendation

  • Parent Board Recommendation has the meaning set forth in Section 5.12(a).

  • Company Board Recommendation has the meaning set forth in Section 3.03(d).

  • Board Recommendation has the meaning ascribed thereto in Section 2.4(2).

  • Change in Recommendation has the meaning set forth in Section 6.02(a).

  • Company Recommendation has the meaning set forth in Section 5.3(b).

  • Parent Recommendation has the meaning set forth in Section 5.2(b).

  • Adverse Recommendation Change has the meaning set forth in Section 6.02(d).

  • Change of Recommendation has the meaning set forth in Section 6.3(d).

  • Company Board means the Board of Directors of the Company.

  • Company Adverse Recommendation Change shall have the meaning set forth in Section 5.3(c).

  • Parent Board means the board of directors of Parent.

  • Company Board of Directors means the board of directors of the Company.

  • Merger Sub Board means the board of directors of Merger Sub.

  • CPF Board means the Central Provident Fund Board, a body corporate established under the Central Provident Fund Act (Cap. 36);

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.

  • ECB Recommended Rate means a rate (inclusive of any spreads or adjustments) recommended as the replacement for €STR by the European Central Bank (or any successor administrator of €STR) and/or by a committee officially endorsed or convened by the European Central Bank (or any successor administrator of €STR) for the purpose of recommending a replacement for €STR (which rate may be produced by the European Central Bank or another administrator), as determined by the Issuer and notified by the Issuer to the Calculation Agent;

  • Parent Stockholder Approval means the approval of the Parent Common Stock Issuance by the affirmative vote of a majority of the votes cast at the Parent Stockholders Meeting in accordance with the rules and regulations of the NYSE and the Organizational Documents of Parent.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Independent Board Committee means the independent board committee of the Company

  • MUSL Board means the governing body of the MUSL, which is comprised of the chief executive officer of each Party Lottery.

  • Company Takeover Proposal means (i) any proposal or offer for a merger, consolidation, dissolution, recapitalization or other business combination involving the Company, (ii) any proposal for the issuance by the Company of over 30% of its equity securities as consideration for the assets or securities of another person or (iii) any proposal or offer to acquire in any manner, directly or indirectly, over 30% of the equity securities or consolidated total assets of the Company, in each case other than the Merger.

  • Company Stockholders Meeting has the meaning set forth in Section 6.2(a).

  • Special Committee means a committee of the Board of Managers of the Company comprised of two individuals, each of whom qualifies as an Independent Manager.

  • Nomination Committee means the nomination committee of the Board established in accordance with Article 114;

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).