Parent Share Issuance definition

Parent Share Issuance means the issuance of shares of Parent Common Stock pursuant to the Merger and this Agreement.

Parent Share Issuance has the meaning set forth in the Recitals.

Parent Share Issuance shall have the meaning set forth in Section 3.4(a).

Examples of Parent Share Issuance in a sentence

• Stockholder shall (or shall cause the holder of record on any applicable record date to) be present (in person or by proxy) at any meeting of stockholders of Parent (including any adjournment or postponement thereof) called to approve the Parent Share Issuance or otherwise cause the Subject Shares to be counted as present thereat for purposes of establishing a quorum.

• This Agreement shall have been adopted by the stockholders of the Company by the Requisite Company Vote, and the Parent Share Issuance shall have been approved by the shareholders of Parent by the Requisite Parent Vote.

• The Parent Board has declared it advisable to enter into this Agreement and determined that it is fair to and in the best interests of the shareholders of Parent to enter into this Agreement and consummate the Merger, on the terms and conditions set forth in this Agreement, and has directed that the Parent Share Issuance be submitted to its shareholders for approval at a duly held meeting of such shareholders and has adopted resolutions to the foregoing effect.

• Parent shall have obtained the Required Parent Vote in connection with the approval of the Parent Share Issuance and the approval and adoption of the Parent Charter Amendment by the stockholders of Parent.

• The Parent Board has (a) determined that it is in the best interests of Parent and the Parent Stockholders, and declared it advisable, to enter into this Agreement, (b) approved the execution, delivery and performance of this Agreement and the transactions contemplated hereby and (c) resolved to submit the Parent Share Issuance to a vote of the Parent Stockholders and recommend approval of the Parent Share Issuance by the Parent Stockholders.

More Definitions of Parent Share Issuance

Parent Share Issuance means the issuance of shares of Parent Common Stock to the stockholders of SpinCo in connection with the Merger.

Parent Share Issuance means the issuance of the Parent Shares upon conversion of the Shares pursuant to Section 3.2(c).

Parent Share Issuance means the issuance of Parent Shares as part of the consideration payable to the shareholders of the Company in connection with the First Merger.

Parent Share Issuance has the meaning assigned to such term in Section 3.7(b) of the Agreement.

Parent Share Issuance means the issuance of shares of Parent Common Stock to the stockholders of Spinco in connection with the Merger.

Parent Share Issuance has the meaning set forth in the recitals to this Agreement.

Parent Share Issuance means the issuance of shares of Parent Common Stock to the stockholders of the Company in connection with the Merger. “ Parent Stock Awards ” means Parent Performance Awards, Parent Restricted Stock Unit Awards and Parent Stock Options.