Subject HP Merger means the implementation by CSC of a merger transaction in accordance with the Form S-4 filed by Xxxxxxx with the SEC on November 2, 2016, which results in CSC being a wholly-owned subsidiary of Xxxxxxx.
Second Merger has the meaning set forth in the Recitals.
Company Merger shall have the meaning given in the Recitals.
First Merger shall have the meaning given in the Recitals hereto.
Permitted Merger shall have the meaning set forth in Section 3.01.
Cash Merger has the meaning set forth in Section 5.04(b)(ii).
Agreement of Merger has the meaning set forth in Section 2.01(b).
Bank Merger has the meaning set forth in Section 1.03.
Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.
Pre-Acquisition Reorganization has the meaning set out in Section 6.8;
Pre-Closing Reorganization has the meaning set forth in the Recitals.
Certificate of Merger has the meaning set forth in Section 2.2.
Reorganization Transaction see clause (d) of the definition of “Change of Control.”
Separation Transaction means the sale or separation of the non-television business of the Holding Company in whole or in part, whether by asset sale or otherwise.
Articles of Merger has the meaning set forth in Section 2.2.
Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.
Reorganization Transactions shall have the meaning set forth in the recitals.
Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.
Separation Transactions means the Contribution, the Distribution and the other transactions contemplated by this Agreement and the Separation Step Plan.
Merger has the meaning set forth in the Recitals.
Merger Closing shall have the meaning set forth in Section 2.2.
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
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;
Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.
Share Exchange Event shall have the meaning specified in Section 14.07(a).