tender offer solicitation/recommendation statement means a statement made under rule 14d-9 or 14e-2 under the 1934 Act;
Consent Solicitation Statement means the consent solicitation statement included as part of the Registration Statement with respect to the solicitation by the Company of the Company Stockholder Approval.
Tender Offer Documents means the documents provided to the holders of the Auction Preferred Shares by or on behalf of the Fund in connection with the Tender Offer.
Information Statement has the meaning set forth in Section 6.6.
Offer Documents shall have the meaning set forth in Section 2.1(b).
Tender Offer Date means, in respect of a Tender Offer, the date on which voting Shares in the amount of the applicable percentage threshold are actually purchased or otherwise obtained (as determined by the Calculation Agent).
Schedule 14D-9 has the meaning set forth in Section 1.02(a).
Consent Solicitation has the meaning set forth in Section 6.15(b).
Tender Offer means a takeover offer, tender offer, exchange offer, solicitation, proposal or other event by any entity or person that results in such entity or person purchasing, or otherwise obtaining or having the right to obtain, by conversion or other means, greater than 10 per cent. and less than 100 per cent. of the outstanding voting shares of the Share Company, as determined by the Determination Agent, based upon the making of filings with governmental or self-regulatory agencies or such other information as the Determination Agent deems relevant.
Schedule TO shall have the meaning set forth in Section 2.1(b).
Company Board Recommendation has the meaning set forth in Section 3.03(d).
Takeover Offer Document means the document issued by or on behalf of the Borrower and dispatched to shareholders of Target in respect of a Takeover Offer containing the terms and conditions of the Takeover Offer reflecting the Offer Press Announcement in all material respects as such document may be amended from time to time to the extent such amendment is not prohibited by the Loan Documents.
Proxy Statement has the meaning set forth in Section 6.03(a).
Home solicitation sale means a sale of goods or services of more than $25.00 in which the seller or a person acting for the seller engages in a personal, telephonic, or written solicitation of the sale, the solicitation is received by the buyer at a residence of the buyer, and the buyer's agreement or offer to purchase is there given to the seller or a person acting for the seller. Home solicitation sale does not include any of the following:
Offer Deadline means the exact date and time when no Offer submitted thereafter may be considered or accepted by District.
Parent Board Recommendation has the meaning set forth in Section 5.11(a).
Schedule 13E-3 has the meaning specified in Section 4.2(a).
Board Recommendation has the meaning ascribed thereto in Section 2.4(2).
Company Proxy Statement has the meaning set forth in Section 3.5.
Proxy Statement/Prospectus has the meaning set forth in Section 6.03(a).
Termination statement means an amendment of a financing statement which:
Hostile Tender Offer means, with respect to the use of proceeds of any Note, any offer to purchase, or any purchase of, shares of capital stock of any corporation or equity interests in any other entity, or securities convertible into or representing the beneficial ownership of, or rights to acquire, any such shares or equity interests, if such shares, equity interests, securities or rights are of a class which is publicly traded on any securities exchange or in any over-the-counter market, other than purchases of such shares, equity interests, securities or rights representing less than 5% of the equity interests or beneficial ownership of such corporation or other entity for portfolio investment purposes, and such offer or purchase has not been duly approved by the board of directors of such corporation or the equivalent governing body of such other entity prior to the date on which the Company makes the Request for Purchase of such Note.
Exchange Offer Registration Statement means an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein or deemed a part thereof, all exhibits thereto and any document incorporated by reference therein.
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.
Stockholders Meeting shall have the meaning set forth in Section 6.2(c).
Company Recommendation has the meaning set forth in Section 5.3(b).
Company Stockholders Meeting has the meaning set forth in Section 6.2(a).