UBS Fairness Opinion definition

UBS Fairness Opinion means the opinion, a complete copy of which is attached as Appendix “E”, of UBS, financial advisor to the Company, to the effect that, as of the date of such opinion, and subject to various assumptions, matters considered and limitations discussed in its opinion, the consideration of US$6.00 in cash per Common Share to be received under the Arrangement was fair, from a financial point of view, to holders of Common Shares in the capital of NOVA Chemicals.
Sample 1
UBS Fairness Opinion means the written fairness opinion of UBS dated August 26, 2011, delivered to the AuRico Board in connection with the Arrangement, the full text of which is set out as Schedule “B” to the Circular;
Sample 1

Examples of UBS Fairness Opinion in a sentence

  • The failure of the UBS Fairness Opinion to provide any analyses or range of values constitutes a material omission from the Recommendation Statement.

  • The UBS Fairness Opinion is not accompanied by any meaningful information detailing the analyses performed or the range of values obtained thereby.

  • Alleghany has been authorized by Xxxxxx Xxxxxxx to permit the inclusion of the Xxxxxx Xxxxxxx Fairness Opinion in its entirety and references thereto in the Joint Proxy Statement/Prospectus, subject to prior review and consent by Xxxxxx Xxxxxxx and has been authorized by UBS to permit the inclusion of the UBS Fairness Opinion in its entirety and reference thereto in the Joint Proxy Statement/Prospectus, subject to prior review and consent by UBS.

  • Aside from concealing a material component of the transaction, the Recommendation Statement includes the “naked” UBS Fairness Opinion, which provides nothing more than a conclusory statement of fairness from UBS.

  • One year later, Kopan reported that after a “rocky rollout of the videos in courts” the Department of Justice abandoned this move and adherence to the original policy resumed (Kopan 2020).

  • The UBS Fairness Opinion is not accompanied by any meaningful information detailing the analyses performed or the range of values obtained thereby — apparently UBS’s analyses do not support the price being paid in the Tender Offer.

Related to UBS Fairness Opinion

  • Fairness Opinion has the meaning set forth in Section 4.22.

  • Fairness Opinions means the opinions of the Financial Advisors to the effect that, as of the date of such opinion and based upon and subject to the assumptions, procedures, factors, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders under the Arrangement is fair, from a financial point of view, to such Company Shareholders.

  • Financial Advisor has the meaning set forth in Section 3.6.

  • Financial Advisors has the meaning set forth in Section 4.26.

  • Independent Financial Advisor means an accounting, appraisal, investment banking firm or consultant to Persons engaged in Similar Businesses of nationally recognized standing that is, in the good faith judgment of the Issuer, qualified to perform the task for which it has been engaged.

  • Company Financial Advisor has the meaning set forth in Section 3.10.

  • Financial Adviser means any:

  • Independent Financial Adviser means an independent financial institution of international repute appointed by the Company at its own expense.

  • Jefferies means Jefferies Finance LLC.

  • Goldman means Xxxxxxx, Sachs & Co.

  • Xxxxx Fargo Securities means Xxxxx Fargo Securities, LLC.

  • Company Board Recommendation has the meaning set forth in Section 3.03(d).

  • Benefit Plan Opinion With respect to any Certificate presented for registration in the name of any Person, an Opinion of Counsel acceptable to and in form and substance satisfactory to the Trustee and the Company to the effect that the purchase or holding of such Certificate is permissible under applicable law, will not constitute or result in a non-exempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Code, and will not subject the Trust, the Trustee, the Delaware Trustee, the Master Servicer or the Company to any obligation or liability (including obligations or liabilities under Section 406 of ERISA or Section 4975 of the Code) in addition to those undertaken in this Agreement, which Opinion of Counsel shall not be an expense of the Trust, the Trustee, the Delaware Trustee, the Master Servicer or the Company.

  • Special Committee means a committee of the Board of Managers of the Company comprised of two individuals, each of whom qualifies as an Independent Manager.

  • Financial Monitoring Report or “FMR” means each report prepared in accordance with Section 4.02 of this Agreement;

  • Second opinion means an opportunity or requirement to obtain a clinical evaluation by a provider other than the one originally making a recommendation for a proposed health service to assess the clinical necessity and appropriateness of the initial proposed health service.

  • Company U.S. Counsel means XxXxxxxxx Will & Xxxxx LLP, with offices located at 000 Xxxxxxx Xxxxxx, Xxx Xxxx, XX 00000-0000.

  • Company Counsel means Xxxxxxxx LLP, with offices located at 000 Xxxxx Xxxxxx Xxx, Xxxxx 000, Xxxxxxxxx, Xxxxxxxx 00000.

  • Company Board means the Board of Directors of the Company.

  • Legal Opinion means any legal opinion delivered to the Agent under Clause 4.1 (Initial conditions precedent) or Clause 29 (Changes to the Obligors).

  • Opinion means an opinion from Company’s independent legal counsel, in the form attached as Exhibit E or in such other form agreed upon by the parties, to be delivered in connection with the Commitment Closing and any Tranche Closing.

  • Change in Recommendation has the meaning set forth in Section 6.02(a).

  • Parent Board Recommendation has the meaning set forth in Section 5.11(a).

  • Tax Counsel shall have the meaning set forth in Section 6.2 hereof.

  • Placement Agent Agreement means that certain placement agent agreement dated as of the date hereof between the Company and the Placement Agent.

  • Debt-For-Tax Opinion means an Opinion of Counsel, of nationally recognized tax counsel, delivered to the Depositor and the Indenture Trustee stating that the Notes specified therein will be debt for United States federal income tax purposes.