The Company will provide Parent (solely for informational purposes) a true and complete copy of the Deutsche Bank Fairness Opinion within one Business Day following receipt thereof.
Fairness Opinion has the meaning set forth in Section 4.22.
Fairness Opinions means, collectively, the opinion of the Financial Advisor and the opinion of the Independent Financial Advisor to the effect that, as of the date of such opinions, and subject to the assumptions, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders (other than the Purchaser and/or its affiliates) pursuant to the Arrangement is fair, from a financial point of view, to the Company Shareholders (other than the Purchaser and/or its affiliates).
Deutsche Bank means Deutsche Bank AG and its affiliated companies, as the context requires.
Goldman means Xxxxxxx, Sachs & Co.
Barclays Capital means Barclays Capital, the investment banking division of Barclays Bank PLC.
Goldman Sachs means Goldman Sachs & Co. LLC.
Xxxxx Fargo Securities means Xxxxx Fargo Securities, LLC.
Morgan Stanley Morgan Stanley, a Delaware corporation.
Barclays means Barclays Bank PLC.
Morgan Stanley Broker means a broker-dealer affiliated with Morgan Stanley.
Citigroup means Citigroup Global Markets Inc.
Jefferies means Jefferies Finance LLC.
Financial Advisor has the meaning set forth in Section 3.6.
Financial Advisors has the meaning set forth in Section 4.26.
Company Financial Advisor has the meaning set forth in Section 3.10.
Financial Adviser means any:
Independent Financial Advisor means an accounting, appraisal, investment banking firm or consultant to Persons engaged in Similar Businesses of nationally recognized standing that is, in the good faith judgment of the Issuer, qualified to perform the task for which it has been engaged.
Citigroup Trust means each of Citigroup Capital III, Citigroup Capital XIII and Citigroup Capital XVIII, each a Delaware statutory trust, or any other similar trust created for the purpose of issuing preferred securities in connection with the issuances of junior subordinated notes under the junior subordinated debt indentures or the junior junior subordinated debt indenture.
JPMorgan Chase Bank means JPMorgan Chase Bank, N.A. and its successors.
Independent Financial Adviser means an independent financial institution of international repute appointed by the Company at its own expense.
Investment Bank means each of those reputable internationally recognised investment banks, selected from time to time as First Choice Investment Banks or as a Third Investment Bank in terms of Section 1.4 or Section 1.5 of the Subscription Agreement (as the case may be), whose Mandate Letters remain effective.
Mizuho means Mizuho Bank, Ltd.
Wells Fargo Bank Wells Fargo Bank, N.A., or its successor in interexx.
JPMorgan means JPMorgan Chase Bank, N.A.
RBC means Royal Bank of Canada.
LLC means Limited Liability Company.