Co-op Shares Shares issued by private non-profit housing corporations.
Pre-Closing Taxable Period means with respect to any tax, any applicable taxable period ending on or prior to consummation of the transactions contemplated hereby on the Closing Date or the allocable portion of any applicable taxable period that includes but does not end on the Closing Date.
Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;
Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.
Company Shares means the common shares in the capital of the Company;
Share Acquisition Date means the first date of public announcement by the Company (by press release, filing made with the Securities and Exchange Commission or otherwise) that an Acquiring Person has become such.
Previously Acquired Shares means shares of Common Stock that are already owned by the Participant or, with respect to any Incentive Award, that are to be issued upon the grant, exercise or vesting of such Incentive Award.
Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.
Company Share means one share of common stock of the Company, $0.01 par value per share.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.
Coop Shares Shares issued by a Cooperative Corporation.
Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.
Limited Condition Transaction means any Acquisition Transaction or any other acquisition or Investment permitted by this Agreement, in each case whose consummation is not conditioned on the availability of, or on obtaining, third party financing.
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Post-Closing Tax Period means any taxable period beginning after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.
Pre-Closing Period means any taxable period ending on or before the Closing Date.
Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.
Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;
SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.
Sale Transaction has the meaning set forth in Section 3(a).
Net Share Settled in relation to any Warrant means that Net Share Settlement is applicable to that Warrant.
Cash Election Shares shall have the meaning set forth in Section 3.2.1.
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.
Newco Shares means the common shares in the capital of Newco;
Excluded Shares means the (a) Common Shares owned by Parent, Merger Sub or any other Wholly Owned Subsidiary of Parent, the Company or any Wholly Owned Subsidiary of the Company, and in each case not held on behalf of third parties, and (b) Dissenting Shares.