Norstan Merger definition

Norstan Merger means the merger of SF Acquisition with and into Norstan following the completion of the Norstan Tender Offer pursuant to the Norstan Merger Agreement.

Examples of Norstan Merger in a sentence

  • Upon the effective date of the Norstan Merger, if any, SF 50 Acquisition will be merged with and into Norstan, with Norstan remaining as the surviving corporation to such merger and succeeding to all of the assets, liabilities and obligations of SF Acquisition, including, without limitation, the obligations and liabilities of SF Acquisition under this Agreement and the other Loan Documents.

  • If SF Acquisition consummates the Norstan Merger, SF Acquisition shall have merged with and into Norstan and Norstan shall have succeeded to all of the rights, liabilities and obligations of SF Acquisition, including, without limitation, the liabilities and obligations of SF Acquisition under this Agreement and the other Loan Documents.

Related to Norstan Merger

  • Second Merger has the meaning set forth in the Recitals.

  • Company Merger shall have the meaning given in the Recitals.

  • Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.

  • Bank Merger has the meaning set forth in Section 1.03.

  • Plan of Merger has the meaning set forth in Section 2.2.

  • Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.

  • First Merger shall have the meaning given in the Recitals hereto.

  • Agreement of Merger has the meaning set forth in Section 2.01(b).

  • Reverse Merger means any transaction pursuant to which an Operating Unlisted Company becomes a Listed Company by merging with and into a Listed Shell Company;

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Cash Merger has the meaning set forth in Section 5.04(b)(ii).

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Articles of Merger has the meaning set forth in Section 2.2.

  • 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.

  • EC Merger Regulation means Council Regulation (EC) No 139/2004 of January 20, 2004 on the control of concentrations between undertakings, as amended.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Certificate of Merger has the meaning set forth in Section 2.2.

  • Corporate Acquisition means an acquisition by the Corporation or a Subsidiary of the Corporation or the redemption by the Corporation of Voting Shares of the Corporation which by reducing the number of Voting Shares of the Corporation outstanding increases the proportionate number of Voting Shares Beneficially Owned by any Person.

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Corporate Reorganization means any change in the legal existence of any Subject Entity (other than a Capital Reorganization) including by way of amalgamation, merger, winding up, continuance or plan of arrangement.

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Merger Closing shall have the meaning set forth in Section 2.2.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Company Acquisition means (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which the stockholders of the Company immediately preceding such transaction hold less than fifty percent (50%) of the aggregate equity interests in the surviving or resulting entity of such transaction, (ii) a sale or other disposition by the Company of assets representing in excess of fifty percent (50%) of the aggregate fair market value of the Company's business immediately prior to such sale, or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by the Company), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of shares representing in excess of fifty percent (50%) of the voting power of the then outstanding shares of capital stock of the Company.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).