Acquiror Special Committee definition

Acquiror Special Committee has the meaning assigned in the preamble to this Agreement.
Acquiror Special Committee means a special committee formed by the Board of Directors of Acquiror with the authority to approve and adopt this Agreement and the transactions contemplated thereby.
Acquiror Special Committee has the meaning assigned in the Recitals of this Agreement.

Examples of Acquiror Special Committee in a sentence

  • The execution, delivery and performance by Acquiror of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by the Acquiror Board (with the approval of the Acquiror Special Committee).

  • Prior to the execution of this Agreement, the Acquiror Special Committee has received the opinion of Lazard Frères & Co. LLC, financial advisor to the Acquiror Special Committee (the “Lazard Opinion”), to the effect that, as of the date of such opinion and based upon and subject to the various assumptions, limitations, qualifications and other matters set forth therein, the September Exchange Ratio (as defined in the Lazard Opinion) is fair, from a financial point of view, to the Acquiror.

  • Subject to Section 8.2(b)(ii), the Board of Directors of Acquiror and the Acquiror Special Committee, as applicable, shall not withdraw, amend, qualify or modify its recommendation to the shareholders of Acquiror that they vote in favor of the Transaction Proposals (together with any withdrawal, amendment, qualification or modification of its recommendation to the shareholders of Acquiror described in the Recitals hereto, a “Modification in Recommendation”).

  • The Acquiror Board and the Acquiror Special Committee have received the opinion of Xxxxx, Xxxxxxxx & Xxxxx, Inc., financial advisor to the Acquiror Special Committee, to the effect that, as of the date of such opinion and based upon and subject to the various assumptions, limitations, qualifications and other matters set forth therein, the Exchange Ratio was fair, from a financial point of view, to the Acquiror.

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