Phar. Mor shall, as soon as reasonably practicable after the date hereof, (i) take all steps necessary to call, give notice of, convene and hold a special meeting of its shareholders ("Phar-Mor Special Meeting") for the purpose of securing the approval and adoption of the Phar-Mor Plan by the holders of a majority of the Phar-Mor Common Shares represented at the Phar-Mor Special Meeting (or any adjournments thereof) at which a quorum is present, in person or by proxy, and entitled to vote ("Phar-Mor Shareholders' Approval"), (ii) distribute to its shareholders the Proxy Statement in accordance with applicable federal and state law and its articles of incorporation and by-laws, (iii) subject to the fiduciary duties of the Phar-Mor Board, recommend to its shareholders the approval of the Phar-Mor Plan, and (iv) cooperate and consult with ShopKo with respect to each of the foregoing matters. V. AMENDMENT TO ARTICLE V. Article V of the Agreement is hereby amended by deleting Subsection 5.1(i) in its entirety and replacing it with the following: (i)
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (Shopko Stores Inc), Agreement and Plan of Reorganization (Phar Mor Inc)