Buyer Shareholders Meeting definition

Buyer Shareholders Meeting shall have the meaning ascribed to it in Section 7.10.
Sample 1
Buyer Shareholders Meeting means the special meeting of the shareholders of Buyer to be held to consider, among other things, the issuance of the Acquisition Shares to the Company Shareholders and the Buyer Shareholders Additional Approval Matters.
Sample 1
Buyer Shareholders Meeting has the meaning given to it in Section 6.2(e).
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Examples of Buyer Shareholders Meeting in a sentence

  • Each of Buyer and Buyer Subsidiary has the corporate power and authority to execute and deliver this Agreement and, subject to approval by the holders of the Buyer Common Stock at the Buyer Shareholders Meeting (defined in Section 7.01(a)), to consummate the transactions contemplated hereby.

  • The affirmative vote of the holders of a majority of the issued and outstanding shares of Buyer Common Stock present at the Buyer Shareholders Meeting, voting as a single class at the Buyer Shareholders Meeting, to approve the Stock Issuance (defined in Section 7.01(a)), is the only vote of the holders of any class or series of Buyer's capital stock necessary in connection with this Agreement and the transactions contemplated hereby.

  • Buyer shall cause a special meeting of its shareholders (the "Buyer Shareholders Meeting") to be duly called and held as soon as reasonably practicable after the execution of this Agreement for the purpose of voting on the approval of the issuance of shares of Buyer Common Stock in the Merger as contemplated by this Agreement (the "Stock Issuance").

  • Seller shall vote or cause to be voted all Buyer Ordinary Shares Beneficially Owned by it in favor of adoption and approval of the Approval Matters at the Buyer Shareholders Meeting.

  • Once the Buyer Shareholders Meeting has been called and noticed, Buyer shall not postpone or adjourn the Buyer Shareholders Meeting without the consent of the Sellers’ Representative (other than (x) in order to obtain a quorum of its shareholders or (y) as reasonably determined by Buyer to comply with applicable Law and Buyer’s articles of incorporation and by-laws).

  • Notwithstanding the foregoing, in the event of the termination of this Agreement before Closing due to Buyer’s failure to obtain at the Buyer Shareholders Meeting the Buyer Shareholder Approval with respect to the issuance of the Stock Consideration to the Sellers, Buyer shall reimburse the Company for its and the Sellers’ documented out-of-pocket Transaction Expenses, up to $10 million.

  • Notwithstanding anything contained herein to the contrary, Buyer shall not be required to hold the Buyer Shareholders Meeting if this Agreement is terminated before the meeting is held.

  • At the Buyer Shareholders Meeting, each Seller and its Affiliates shall vote all shares of Buyer Common Stock owned by them, if any, in favor of the issuance of the Stock Consideration and the Charter Amendment.

  • In connection with the Buyer Shareholders Meeting, the Buyer's board of directors will recommend to the Buyer's shareholders such approval.

  • Each of Buyer and Buyer Subsidiary has the corporate power and authority to execute and deliver this Agreement and, subject to approval of the Share Issuance (defined in Section 7.1(a)) by the holders of the Buyer Common Stock at the Buyer Shareholders Meeting (defined in Section 7.1(a)), to consummate the transactions contemplated hereby.


More Definitions of Buyer Shareholders Meeting

Buyer Shareholders Meeting shall have the meaning set forth in Section 3.1(w).
Sample 1

Related to Buyer Shareholders Meeting

  • Company Shareholders Meeting shall have the meaning set forth in Section 2 hereof.

  • Company Shareholder Meeting has the meaning set forth in Section 5.2(a).

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

  • Shareholders Meeting has the meaning provided in Section 6.3.

  • Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).

  • Stockholders Meeting shall have the meaning set forth in Section 6.2(c).

  • Company Stockholder Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.

  • Shareholder Meeting means a meeting of the Company’s shareholders.

  • Stockholder Meeting means each annual or special meeting of stockholders of the Company, or any action by written consent of the Company’s stockholders in lieu thereof, and any adjournment, postponement, rescheduling, continuation or meeting held in lieu thereof;

  • Holders’ Meeting means a meeting among the Holders held in accordance with Clause 17 (Holders’ Meeting).

  • Members meeting means an annual members meeting or special meeting of members.

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Company Meeting means the special meeting of Company Shareholders, including any adjournment or postponement of such special meeting in accordance with the terms of the Arrangement Agreement, to be called and held in accordance with the Interim Order to consider the Arrangement Resolution.

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Bondholders’ Meeting means a meeting among the Bondholders held in accordance with Clause 17 (Bondholders’ Meeting).

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Noteholders’ Meeting means a meeting among the Noteholders held in accordance with Clause 16 (Noteholders’ Meeting).

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Target Shareholders means the holders of Target Shares;

  • Company Shareholder Approval means the authorization and approval of this Agreement, the Plan of Merger and the Transactions, including the Merger, at the Company Shareholders’ Meeting by the Required Company Vote.

  • Special Meeting shall have the meaning set forth in Section 23(c)(i) hereof.

  • 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.

  • special meeting of shareholders means a meeting of any particular class or classes of shareholders and a meeting of all shareholders entitled to vote at any annual meeting of shareholders at which special business is to be transacted.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Open meeting or "public meeting" means a meeting at which the public may be present.