KPMG Fairness Opinion definition

KPMG Fairness Opinion means the opinion of KPMG, a copy of which is attached as Appendix E to this Information Circular, to the effect that, as of June 29, 2016, and based upon and subject to the assumptions, limitations, qualifications and other matters stated in such opinion, the consideration to be received by the Transition Shareholders pursuant to the Arrangement is fair, from a financial point of view, to the Transition Shareholders (other than OPKO and its affiliates);
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KPMG Fairness Opinion means the fairness opinion of KPMG dated October 3, 2006, which concluded that the Partnership Sale is fair to the Company from a financial point of view, a copy of which is attached as Appendix E to this Circular.
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KPMG Fairness Opinion means the fairness opinion dated May 30, 2017 rendered to the Board of Directors, in respect of the Arrangement by KPMG;
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Examples of KPMG Fairness Opinion in a sentence

  • Events or information occurring after November 23, 2021, are not considered in the assessment of the financial fairness of the exchange offer.The KPMG Fairness Opinion is subject to certain additional assumptions and caveats.

  • A summary of the financial analyses conducted and the results thereof are included in the KPMG Fairness Opinion attached as Appendix C to this Supplemental Information.In deciding to recommend and approve the Arrangement, respectively, the Independent Directors considered, among other things, the advice and financial analyses provided by KPMG referred to above as well as the KPMG Fairness Opinion.

  • The quantity shall decrease by a linear factor of 1,74% compared to the average annual total quantity of allowances issued by Member States in accordance to the Commission’s decisions on their national allocation plans for the period 2008-2012.

  • A complete reading of the attached KPMG Fairness Opinion is required to understand the underlying analyses and results.KPMG will receive customary fees for preparing the Fairness Opinion.

  • The KPMG Fairness Opinion does not constitute a recommendation to any Norsat Shareholder as to how such Norsat Shareholder should act or vote on any matters relating to the Arrangement.

  • Part III considers the whistleblower policies of Australia’s largest 200 listed companies, analysing the breadth of the voluntary promises made by companies against current statutory benchmarks and guidelines.

  • The KPMG Fairness Opinion complies with the standard IDW S8 “Principles for the Preparation of Fairness Opinions” issued by the IDW.In its Fairness Opinion dated November 23, 2021, KPMG concludes that, subject to the assumptions and restrictions contained therein and at the time the Fairness Opinion was issued (i.e. on November 23, 2021), the Exchange Ratio of 0.8244 HoldCo Offer Shares for one ADVA Share is fair, from a financial point of view, for the ADVA Shareholders within the meaning of IDW S8.

  • KPMG then provided the Independent Directors with a detailed presentation on the basis for the KPMG Fairness Opinion and discussed that opinion with them.

  • The full text of the KPMG Fairness Opinion, which sets forth, among other things, assumptions made, procedures followed, information reviewed, matters considered, methodologies employed and limitations on the scope of the review undertaken, is attached as Appendix C.

  • KPMG provided its written opinion to the effect that, and based upon and subject to the assumptions, limitations, qualifications and other matters contained in the KPMG Fairness Opinion, as at March 24, 2017, the consideration to be received by the Norsat Shareholders pursuant to the Arrangement is fair from a financial point of view to the Norsat Shareholders.

Related to KPMG Fairness Opinion

  • Fairness Opinion has the meaning set forth in Section 4.22.

  • Fairness Opinions means the opinions of the Financial Advisors to the effect that, as of the date of such opinion and based upon and subject to the assumptions, procedures, factors, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders under the Arrangement is fair, from a financial point of view, to such Company Shareholders.

  • Company Financial Advisor has the meaning set forth in Section 3.10.

  • 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.

  • Financial Advisor has the meaning set forth in Section 3.6.

  • Independent Financial Adviser means an independent financial institution of international repute appointed by the Company at its own expense.

  • Company Board Recommendation has the meaning set forth in Section 3.03(d).

  • Financial Advisors has the meaning set forth in Section 4.26.

  • Financial Adviser means any:

  • Second opinion means an opportunity or requirement to obtain a clinical evaluation by a provider other than the one originally making a recommendation for a proposed health service to assess the clinical necessity and appropriateness of the initial proposed health service.

  • Company Board means the Board of Directors of the Company.

  • Deloitte means Deloitte & Touche LLP.

  • Company U.S. Counsel means XxXxxxxxx Will & Xxxxx LLP, with offices located at 000 Xxxxxxx Xxxxxx, Xxx Xxxx, XX 00000-0000.

  • Parent Board Recommendation has the meaning set forth in Section 5.11(a).

  • KPMG means KPMG LLP.

  • Company Circular means the notice of the Company Meeting and accompanying management information circular, including all schedules, appendices and exhibits to, and information incorporated by reference in, such management information circular, to be sent to the Company Shareholders in connection with the Company Meeting, as amended, supplemented or otherwise modified from time to time in accordance with the terms of this Agreement.

  • Special Committee means a committee of the Board of Managers of the Company comprised of two individuals, each of whom qualifies as an Independent Manager.

  • Opinion means an opinion from Company’s independent legal counsel, in the form attached as Exhibit E or in such other form agreed upon by the parties, to be delivered in connection with the Commitment Closing and any Tranche Closing.

  • Certificate of a Firm of Independent Public Accountants means a certificate signed by an independent public accountant or a firm of independent public accountants who may be the independent public accountants regularly retained by the Company or who may be other independent public accountants. Such accountant or firm shall be entitled to rely upon an Opinion of Counsel as to the interpretation of any legal matters relating to such certificate.

  • Board Recommendation has the meaning ascribed thereto in Section 2.4(2).

  • Advisory Firm means an accounting firm that is nationally recognized as being expert in Covered Tax matters, selected by the Corporation.

  • Benefit Plan Opinion With respect to any Certificate presented for registration in the name of any Person, an Opinion of Counsel acceptable to and in form and substance satisfactory to the Trustee and the Company to the effect that the purchase or holding of such Certificate is permissible under applicable law, will not constitute or result in a non-exempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Code, and will not subject the Trust, the Trustee, the Delaware Trustee, the Master Servicer or the Company to any obligation or liability (including obligations or liabilities under Section 406 of ERISA or Section 4975 of the Code) in addition to those undertaken in this Agreement, which Opinion of Counsel shall not be an expense of the Trust, the Trustee, the Delaware Trustee, the Master Servicer or the Company.

  • Merger Registration Statement means the registration statement, together with all amendments, filed with the SEC under the Securities Act for the purpose of registering shares of NYB Common Stock to be offered to holders of Synergy Common Stock in connection with the Merger.

  • Change in Recommendation has the meaning set forth in Section 6.02(a).

  • Company Recommendation has the meaning set forth in Section 5.3(b).

  • Debt-For-Tax Opinion means an Opinion of Counsel, of nationally recognized tax counsel, delivered to the Depositor and the Indenture Trustee stating that the Notes specified therein will be debt for United States federal income tax purposes.