Related to First-Step Statutory Merger Agreement

Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.
Merger Agreement has the meaning set forth in the Recitals.
Second Merger has the meaning set forth in the Recitals.
First Merger shall have the meaning given in the Recitals hereto.
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Merger Sub 2 shall have the meaning given in the Recitals hereto.
Merger Sub 1 has the meaning set forth in the Preamble.
Company Merger shall have the meaning given in the Recitals.
Share Exchange Agreement has the meaning specified in the Recitals.
Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.
Merger Closing shall have the meaning set forth in Section 2.2.
Merger Sub Board means the board of directors of Merger Sub.
Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.
Reorganization Transactions shall have the meaning set forth in the recitals.
Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.
Specified Merger Agreement Representations such of the representations made by the Target with respect to the Target and its Subsidiaries in the Merger Agreement as are material to the interests of the Lenders and the Joint Bookrunners (in their capacities as such), but only to the extent that the Borrower (or its Affiliates) has the right to terminate the Borrower’s (or such Affiliate’s) obligations under the Merger Agreement or the right to decline to consummate the Merger as a result of a breach of such representations in the Merger Agreement.
Plan of Merger has the meaning set forth in Section 2.2.
Transaction Agreement has the meaning set forth in the recitals.
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Certificate of Merger has the meaning set forth in Section 2.2.
Agreement of Merger has the meaning set forth in Section 2.01(b).
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.
Closing Merger Consideration has the meaning set forth in Section 2.02
Reorganization Agreement has the meaning set forth in the recitals.
Company Stockholder Approval has the meaning set forth in Section 4.2(b).
Reorganization Transaction see clause (d) of the definition of “Change of Control.”

First-Step Statutory Merger Agreement definition

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First-Step Statutory Merger Agreement definition

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