Stornoway Offer definition

Stornoway Offer means the offer made by Stornoway dated August 10, 2006 to purchase all of the outstanding shares of Ashton Shares;

Examples of Stornoway Offer in a sentence

  • Ashton apparently agrees with this proposition, for its submissions state the following (at paragraph 82 of its August 26 submissions): For the Stornoway Offer to provide identical consideration to that given to the Rio Tinto Subsidiaries, each Ashton minority shareholder would have to be promised a proportionate [share of the penalty in the lock-up agreement] in the event the Stornoway Offer is terminated, withdrawn, or expires without any Ashton Shares having been taken up or paid for.

  • Defendant is correct that the Citizens Suit Provision, Section 505(f), does not expressly list Section 404 as an effluent standard or limitation and that the Fifth Circuit Court of Appeals in Atchafalaya Basinkeeper v.

  • The Financial Advisor has delivered an opinion addressed to the Board of Directors that the consideration offered pursuant to the Stornoway Offer is inadequate, from a financial point of view, to Ashton Shareholders.

  • Among other things, the Engagement Agreement contemplated that the Financial Advisor would provide an opinion on the fairness or inadequacy of the Stornoway Offer.

  • An additional “market overhang” may also arise if a significant number of U.S. Ashton Shareholders tender to the Stornoway Offer.

  • A comparison of the Stornoway Offer to premiums paid in recent Canadian mining transactions illustrates that the Stornoway Offer is significantly below what is considered an adequate premium for control of a Canadian mining company.

  • Ashton Shareholders will suffer immediate dilution in their exposure to Ashton’s development-track and bulk sample stage targets following a successful Stornoway Offer and Contact Offer.

  • Such arrangements may place immediate downward pressure on the market price of Stornoway’s Shares after the completion of the Stornoway Offer.

  • Over the one year period prior to the announcement of the Stornoway Offer, the ratio of Ashton Share price to the Stornoway Share price has on average been 1.09:1.

  • Disciplinary Removals of More than 10 Cumulative School Days and Pattern of Removal 1 The district may remove students with disabilities from their current educational placement to an appropriate interim alternative educational setting, another setting or suspension for additional periods of up to 10 days in a school year to the same extent, and with the same notice as for students without disabilities, if the removals do not constitute a pattern.

Related to Stornoway Offer

  • Initial Offer means the initial offer of Participating Shares in a Fund as set out in the applicable Supplement;

  • Permitted Offer An Offer (i) pursuant to the terms of which the offeror offers to acquire a debt obligation (including a Collateral Obligation) in exchange for consideration consisting solely of Cash in an amount equal to or greater than the full face amount of such debt obligation plus any accrued and unpaid interest and (ii) as to which the Collateral Manager has determined in its reasonable commercial judgment that the offeror has sufficient access to financing to consummate the Offer.

  • Last best offer package means the offer exchanged by parties not less than 14 days prior

  • Initial Offering means the Company’s first firm commitment underwritten public offering of its Common Stock registered under the Securities Act.

  • Subsequent Offering means any further issuance of Interests in any Series, excluding any Initial Offering or Transfer.

  • Initial Offer Period means the period determined by the Directors during which Shares of any class are offered by the ICAV for purchase or subscription at the Initial Price.

  • Private Offering means the private offering of Preferred Stock pursuant to the Memorandum.

  • Equity Offering means any public or private sale of common stock or Preferred Stock of the Company or any of its direct or indirect parent companies (excluding Disqualified Stock), other than:

  • Secondary Offering means an offering of securities of a publicly traded company that prior to the offering were not registered under the Securities Act of 1933, as amended.

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

  • Purchase Offer shall have the meaning assigned to such term in Section 2.25(a).

  • Publicly Offered Certificates [______________], Mortgage Pass-Through Certificates, Series [_______], Class [__], Class [__], Class [__], Class [__], Class [__], Class [__] and Class [__] issued pursuant to the Pooling and Servicing Agreement.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.

  • Privately Offered Certificates [______________], Mortgage Pass-Through Certificates, Series [_______], Class [__] issued pursuant to the Pooling and Servicing Agreement.

  • Minimum Offering Notice means a written notification, signed by Broker, pursuant to which the Broker shall represent (1) that subscriptions for the Minimum Offering have been received, (2) that, to the best of Broker’s knowledge after due inquiry and review of its records, Cash Investment Instruments in full payment for that number of Shares equal to or greater than the Minimum Offering have been received, deposited with and collected by NCPS, (3) and that such subscriptions have not been withdrawn, rejected or otherwise terminated, and (4) that the Subscribers have no statutory or regulatory rights of rescission without cause or all such rights have expired.

  • private dwelling means any part of a structure that is occupied as a residence, or any part of a structure or outdoor living area that is accessory to, and used wholly for the purposes of, a residence;

  • First Offer Notice shall have the meaning set forth in Section 14.4(a).

  • Exclusionary Offer means an offer to purchase Class A Shares that:

  • Primary Offering means the portion of an Offering other than the Shares offered pursuant to the Company’s distribution reinvestment plan.

  • Public Equity Offering means an underwritten primary public offering of common stock of the Company pursuant to an effective registration statement under the Securities Act.

  • Base Offer Segment means a component of a Sell Offer based on an existing Generation Capacity Resource, equal to the Unforced Capacity of such resource, as determined in accordance with the PJM Manuals. If the Sell Offers of multiple Market Sellers are based on a single Existing Generation Capacity Resource, the Base Offer Segments of such Market Sellers shall be determined pro rata based on their entitlements to Unforced Capacity from such resource.

  • Minimum Offering means the number Shares so designated on Exhibit A hereto.

  • First Offer Period has the meaning set forth in Section 13.5.

  • Shelf Offering Notice has the meaning set forth in Section 1(d)(i).

  • Offer means “proposals” in negotiation.

  • Community Offering means the offering for sale by the Holding Company of any shares of Conversion Stock not subscribed for in the Subscription Offering to such Persons within or outside the State of Louisiana as may be selected by the Holding Company and the Bank in their sole discretion and to whom a copy of the Prospectus is delivered by or on behalf of the Holding Company.