Target Optionholder Merger Consideration means $8.00 in cash for each Target Option Share.
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Base Merger Consideration means an amount equal to $1,855,000,000.
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Total Merger Consideration has the meaning set forth in Section 2.2(a).
Closing Merger Consideration has the meaning set forth in Section 2.02
Cash Merger Consideration has the meaning set forth in Section 2.5.
Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).
Company Optionholders means the holders of Company Options.
Merger Consideration has the meaning set forth in Section 3.1(a).
Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).
Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).
Company Stockholder Approval has the meaning set forth in Section 4.2(b).
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.
Company Optionholder means a holder of Company Options.
Common Stock Consideration has the meaning set forth in Section 1.6(b).
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;
Parent Stockholder Approval means the affirmative vote of the holders of a majority of the shares of Parent Stock entitled to vote with respect to the approval of the Parent Stock Issuance.
Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.
Company Share means one share of common stock of the Company, $0.01 par value per share.
Company Warrants means warrants to purchase shares of Company Common Stock.
Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).
Company Warrant means a warrant to purchase shares of Company Capital Stock.
Company Options means options to purchase shares of Company Common Stock.
Stock Consideration has the meaning set forth in Section 2.01(c).
Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.
Parent Stock Plans has the meaning set forth in Section 4.5(a).