Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.
Merger Shares has the meaning set forth in Section 2.2(c).
Co-op Shares Shares issued by private non-profit housing corporations.
Parent Stock means the common stock, par value $0.01 per share, of Parent.
Company Share means one share of common stock of the Company, $0.01 par value per share.
Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.
Company Shares means the common shares in the capital of the Company;
Company Shareholders means holders of Company Shares.
Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.
Coop Shares Shares issued by a Cooperative Corporation.
Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.
Company Shareholder means a holder of Company Shares.
Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.
Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.
Stock Election Shares shall have the meaning set forth in Section 3.2.1.
Independent Shareholders means holders of outstanding Voting Shares, excluding (i) any Acquiring Person, (ii) any Offeror, (iii) any Affiliate or Associate of any Acquiring Person or Offeror, (iv) any Person acting jointly or in concert with any Acquiring Person or Offeror, and (v) any employee benefit plan, share purchase plan, deferred profit sharing plan or trust for the benefit of employees of the Corporation or a wholly-owned Subsidiary of the Corporation (unless the beneficiaries of such plan or trust direct the manner in which such Voting Shares are to be voted or direct whether the Voting Shares are to be deposited or tendered to a Take-Over Bid, in which case such plan or trust shall be considered to be an Independent Shareholder).
Company Shareholder Approval has the meaning set forth in Section 4.03(d).
Buyer Preferred Stock means the preferred stock, par value $0.001 per share, of Buyer.
VMTP Shares has the meaning set forth in the preamble to this Agreement.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Purchaser Preferred Stock means the shares of preferred stock, par value $0.0001 per share, of the Purchaser.
SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Buyer Stock means the common stock, par value $0.001 per share, of Buyer.
Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).