Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the Mergers.
Appears in 4 contracts
Samples: Voting Trust Agreement (Canadian Pacific Railway LTD/Cn), Agreement and Plan of Merger (Canadian Pacific Railway LTD/Cn), Agreement and Plan of Merger (Canadian Pacific Railway LTD/Cn)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “"Company Stockholder Approval”") is the only vote of the holders of securities any class or series of the Company that Company's capital stock which is required necessary to approve and adopt this Agreement and the transactions contemplated hereby, including the MergersAgreement.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Aeroflex Inc), Agreement and Plan of Merger (Detroit Diesel Corp), Agreement and Plan of Merger (Aeroflex Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the issued and outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve and adopt this Agreement and the transactions contemplated hereby, including hereby (the Mergers“Company Stockholder Approval”).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Invitrogen Corp), Agreement and Plan of Merger (Applera Corp), Agreement and Plan of Merger (Applera Corp)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor Common Stock, voting together as a single class, representing at least a majority of all the adoption votes entitled to be cast thereupon by holders of this Agreement (the “Company Stockholder Approval”) Common Stock, is the only vote of holders of securities of the Company that which is required to approve and adopt this Agreement and the transactions contemplated hereby, including hereby (the Mergers“Company Stockholder Approval”).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (W R Grace & Co), Agreement and Plan of Merger (Synthetech Inc), Agreement and Plan of Merger (Rohm & Haas Co)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of entitled to vote on this Agreement (and the “Company Stockholder Approval”) Merger is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including Merger (the Mergers“Company Stockholder Approval”).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Firstenergy Corp), Agreement and Plan of Merger (Allegheny Energy, Inc), Agreement and Plan of Merger
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of Shares entitled to vote on this Agreement (and the “Company Stockholder Approval”) Merger is the only vote of holders of securities of the Company that which is required to approve this Agreement and the transactions contemplated hereby, including Merger (the Mergers“Company Stockholder Approval”).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Atlas Capital Holdings, Inc.), Agreement and Plan of Merger (Medianet Group Technologies Inc), Agreement and Plan of Merger (Medianet Group Technologies Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) Shares is the only vote or consent of holders of securities of the Company that is which may be required to approve adopt this Agreement and the transactions contemplated hereby, including the MergersTransactions.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Stmicroelectronics Nv), Agreement and Plan of Merger (Genesis Microchip Inc /De), Agreement and Plan of Merger (Genesis Microchip Inc /De)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) Shares is the only vote or consent of holders of securities of the Company that is which may be required to approve this Agreement and the transactions contemplated hereby, including the MergersMerger (the “Company Stockholder Approval”).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (BMCA Acquisition Sub Inc.), And Restated Agreement and Plan of Merger (Elkcorp), Agreement and Plan of Merger (CGEA Investor, Inc.)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve this Agreement and consummation of the Merger and the other transactions contemplated hereby, including hereby (the Mergers“Company Stockholder Approval”).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Reliance Steel & Aluminum Co), Agreement and Plan of Merger (Metals Usa Holdings Corp.), Agreement and Plan of Merger (Ancestry.com Inc.)
Required Vote of the Company Stockholders. The affirmative vote (in person or by proxy) of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor at the Company Meeting, or any adjournment or postponement thereof, is the only vote of holders of any class or series of capital stock of the adoption of Company which is necessary to adopt this Agreement and effect the Merger and the other transactions contemplated herein (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the Mergers).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (At&t Inc.), Agreement and Plan of Merger (Centennial Communications Corp /De)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the MergersMerger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Canadian National Railway Co), Agreement and Plan of Merger (Kansas City Southern)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of entitled to vote on the adoption of this Agreement (the “Company Stockholder Approval”) Agreement, voting together as a single class, is the only vote of holders of securities of the Company that is required to approve adopt this Agreement under applicable Law and the transactions contemplated herebyCompany’s governing documents (the “Required Stockholder Approval” and, including together with the MergersMajority of the Minority Approval, the “Company Stockholder Approval”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hallwood Group Inc), Agreement and Plan of Merger (Hallwood Trust /Tx/)
Required Vote of the Company Stockholders. The affirmative vote of the holders of outstanding shares of Common Stock, voting together as a single class, representing at least a majority of all the outstanding shares votes entitled to be cast thereupon by holders of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Requisite Stockholder Approval”) ), is the only vote of holders of securities of the Company that which is required to approve and adopt this Agreement and the transactions contemplated hereby, including the Mergers.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Paper Co /New/), Agreement and Plan of Merger (Temple Inland Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) Shares is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the MergersMerger (the “Company Stockholder Approval”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Stealth Acquisition Corp.), Agreement and Plan of Merger (Safenet Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the MergersMerger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Enerflex Ltd.), Agreement and Plan of Merger (Exterran Corp)
Required Vote of the Company Stockholders. The affirmative only vote of the holders of a majority securities of the outstanding shares of Company Voting Stock in favor of which is required to approve this Agreement, the adoption of this Agreement Merger and the other transactions contemplated hereby (the “Company Stockholder Approval”) is the only affirmative vote of the holders of securities outstanding shares of Company Common Stock, voting together as a single class, representing at least a majority of all the Company that is required votes then entitled to approve this Agreement and the transactions contemplated hereby, including the Mergersvote at a meeting of stockholders.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Court Square Capital Partners II LP), Agreement and Plan of Merger (Leever Daniel H)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor Common Stock, voting together as a single class, representing at least a majority of all the adoption votes then entitled to vote at a meeting of this Agreement (the “Company Stockholder Approval”) stockholders, is the only vote of holders of securities of the Company that which is required to approve this Agreement Agreement, the Merger and the other transactions contemplated hereby, including the Mergers.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Goldleaf Financial Solutions Inc.), Agreement and Plan of Merger (Henry Jack & Associates Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “"Company Stockholder Approval”") is the only vote of the holders of securities any class or series of the Company that Company's capital stock which is required necessary to approve and adopt this Agreement and the transactions contemplated hereby, including the Mergers.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Reynolds Metals Co), Agreement and Plan of Merger (Alcoa Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Requisite Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) Stockholders is the only vote or action of holders of securities of the Company that which is required to approve this Agreement and the consummation of the Merger and the other transactions contemplated herebyby this Agreement under applicable Law, including the MergersStockholders’ Agreement and the certificate of incorporation and bylaws of the Company (collectively, the “Company Stockholder Approval”).
Appears in 1 contract
Required Vote of the Company Stockholders. The If required by applicable Law, the affirmative vote of the holders of outstanding Shares, voting together as a majority single class, representing at least two-thirds of the outstanding shares of Company Voting Stock in favor capital stock of the adoption of this Agreement (the “Company Stockholder Approval”) entitled to vote thereon, is the only vote or consent of holders of securities of the Company that is required to approve this Agreement Agreement, the Merger and the other transactions contemplated hereby, including hereby (the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Span America Medical Systems Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve the adoption of this Agreement and the transactions contemplated hereby, including the MergersMerger (the “Company Stockholder Approval”). When delivered, the Joint Stockholder Consent will constitute the Company Stockholder Approval.
Appears in 1 contract
Samples: Agreement and Plan of Merger (ProSight Global, Inc.)
Required Vote of the Company Stockholders. The affirmative vote of the holders of the outstanding Shares, voting together as a single class, representing at least a majority of all the outstanding shares votes then entitled to be cast at a meeting of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) stockholders, is the only vote of holders of any class of securities of the Company that which is required to approve and adopt this Agreement Agreement, the Merger and the transactions contemplated hereby, including the MergersTransactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gvi Security Solutions Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote or consent of holders of securities of the Company that which is required to approve this Agreement and the transactions contemplated hereby, including Merger (the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Common Shares on the record date for the Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) Meeting is the only vote of holders of securities of the Company that which is required to approve and adopt this Agreement Agreement, the Merger and the transactions contemplated hereby, including other Transactions (the Mergers“Company Shareholder Approval”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Surgical Holdings Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve this Agreement Agreement, the Merger and the other transactions contemplated herebyhereby (the "COMPANY STOCKHOLDER APPROVAL") is the affirmative vote of the holders of outstanding shares of Company Common Stock, including voting together as a single class, representing at least a majority of all the Mergersvotes then entitled to vote at a meeting of stockholders.
Appears in 1 contract
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve adopt this Agreement and approve the consummation of the Merger and the other transactions contemplated hereby, including hereby (the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Required Vote of the Company Stockholders. The ----------------------------------------- affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “"Company Stockholder Approval”") is the only vote of the holders of securities any class or series of the Company that Company's capital stock which is required necessary to approve this Agreement and the transactions contemplated hereby, including the Mergers.
Appears in 1 contract
Samples: Alumax Inc
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor Common Stock, voting together as a single class, representing at least a majority of all the votes then entitled to be cast at a meeting of stockholders, is the only vote of holders of any class of securities of the adoption of Company which is required to approve and adopt this Agreement and the Merger and the other transactions contemplated hereby (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the Mergers).
Appears in 1 contract
Samples: Agreement and Plan of Merger (PharmaNet Development Group Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor voting power of the adoption of this Agreement outstanding Class A Shares and Class B Shares, voting together as a single class (the “Company Stockholder Approval”with each Class A Share entitled to ten (10) votes and each Class B Share entitled to one (1) vote) is the only vote of holders of securities of the Company that which is required to approve adopt this Agreement and approve the consummation of the Merger and the other transactions contemplated hereby, including hereby (the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve adopt this Agreement and (the transactions contemplated hereby, including the Mergers"COMPANY STOCKHOLDER APPROVAL").
Appears in 1 contract
Samples: Agreement and Plan of Merger (CVC European Equity IV (AB) LTD)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock Shares in favor of the adoption of this Merger Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve this Agreement and the transactions contemplated hereby, including the MergersMerger.
Appears in 1 contract
Required Vote of the Company Stockholders. The affirmative vote of the holders of (i) a majority of the outstanding shares of Company Voting Common Stock in favor and the Company Preferred Stock, voting together as a single class on an as-converted basis, and (ii) a majority of the adoption of this Agreement (the “outstanding Company Stockholder Approval”) is Preferred Stock, voting as a separate class, are the only vote votes of holders of securities of the Company that is are required to approve this Agreement and the transactions contemplated hereby, including Merger (the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Berliner Communications Inc)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock, voting together as a single class, representing at least a majority of all the votes entitled to be cast thereupon by holders of Company Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve adopt this Agreement under applicable Law and the transactions contemplated herebyCompany’s governing documents (the “Required Stockholder Approval” and, including together with the MergersMajority of the Minority Approval, the “Company Stockholder Approval”).
Appears in 1 contract
Required Vote of the Company Stockholders. The affirmative vote (in person or by proxy) of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor at the Company Meeting, or any adjournment or postponement thereof, is the only vote of holders of any class or series of capital stock of the adoption of Company which is necessary to adopt this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the Mergers).
Appears in 1 contract
Samples: Agreement and Plan of Merger (NextWave Wireless Inc.)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve adopt this Agreement and approve the transactions contemplated hereby, including Merger (the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Touchstone Software Corp /Ca/)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor Common Stock, voting together as a single class, representing at least two-thirds of all the adoption votes then entitled to vote at a meeting of this Agreement (the “Company Stockholder Approval”) stockholders, is the only vote of holders of securities of the Company that which is required to approve this Agreement Agreement, the Merger and the other transactions contemplated hereby, including hereby (the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Required Vote of the Company Stockholders. The ------------------------------------------ affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “"Company Stockholder Approval”") is the only vote of the holders of securities any class or series of the Company that Company's capital stock which is required necessary to approve this Agreement and the transactions contemplated hereby, including the Mergers.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aluminum Co of America)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve the adoption of this Agreement and the transactions contemplated hereby, including Merger (the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor votes entitled to be cast by holders of the adoption of this Agreement (the “Company Stockholder Approval”) issued and outstanding Shares is the only vote of holders of securities of the Company that is required to approve adopt this Agreement and (the transactions contemplated hereby, including the Mergers“Company Stockholder Approval”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Univar Solutions Inc.)
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock Shares in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve adopt this Agreement and the transactions contemplated hereby, including the MergersAgreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Envision Healthcare Corp)
Required Vote of the Company Stockholders. The ----------------------------------------- affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “"Company Stockholder Approval”") is the only vote of the holders of securities any class or series of the Company that Company's capital stock which is required necessary to approve and adopt this Agreement and the transactions contemplated hereby, including the MergersAgreement.
Appears in 1 contract
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor Common Stock, voting together as a single class, representing at least a majority of all the adoption votes entitled to be cast thereupon by holders of this Agreement (the “Company Stockholder Approval”) Common Stock, is the only vote of holders of securities of the Company that is required to approve and adopt this Agreement and the transactions contemplated hereby, including the MergersMerger (the “Company Stockholder Approval”).
Appears in 1 contract
Required Vote of the Company Stockholders. The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Common Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that which is required to approve adopt this Agreement and (the transactions contemplated hereby, including the Mergers“Company Stockholder Approval”).
Appears in 1 contract
