Pozen Fairness Opinions definition

Pozen Fairness Opinions means the opinions of each of the Pozen Financial Advisors to the effect that, based upon and subject to the assumptions, limitations, qualifications and conditions set forth therein, as of the date of such opinion, taking into account the Merger, the Exchange Ratio was fair, from a financial point of view, to the Pozen Stockholders (excluding Parent, Tribute and their respective Affiliates).
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Examples of Pozen Fairness Opinions in a sentence

  • It is informative to consider the dual problem, which is one of maximization over changes of measure, and the equivalence of the two problems was shown in [9] and [13].The dual problem of [9] and [13] is not easily solved in the generality of those papers.

  • As a result of the virtual meetings, the public has been asked to submit an email request providing their name, phone number, and agenda item to AMATS by 6:30 p.m. the day prior to the meeting, but can also participate via Teams and provide testimony when the item is opened to the public for comments.

Related to Pozen Fairness Opinions

  • 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.

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

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

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

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

  • 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.

  • 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.

  • 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).

  • 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.

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

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

  • Financial Adviser means any:

  • Informed Financial Consent means the medical provider advises you of any out-of-pocket costs before your admission. This is called Informed Financial Consent.

  • Parent Financial Statements has the meaning set forth in Section 4.6(a).

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

  • Tax Opinions mean certain Tax opinions and supporting memoranda rendered by Bxxxxxxxx to RemainCo or any of its Affiliates in connection with the Plan of Separation.

  • Jefferies means Jefferies Finance LLC.

  • Financial Monitoring Report or “FMR” means each report prepared in accordance with Section 4.02 of this Agreement;

  • Company Disclosure Documents is defined in Section 3.4(g) of the Agreement.

  • Parent Reports has the meaning set forth in Section 4.5(a).

  • 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.

  • 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.

  • Purchaser Financial Statements shall have the meaning specified in Section 4.8.1.

  • Parent SEC Documents has the meaning set forth in Section 4.6(a).