Recommendation of the Company Board. The Company Board, at a meeting duly called and held, unanimously (a) determined that this Agreement and the Merger are fair to and in the best interests of the Company's stockholders (other than Parent and its Subsidiaries), (b) approved this Agreement, the Merger and the other transactions contemplated hereby and (c) resolved to recommend adoption of this Agreement by the stockholders of the Company.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (On Command Corp), Agreement and Plan of Merger (Liberty Satellite & Technology Inc), Agreement and Plan of Merger (Liberty Satellite & Technology Inc)
Recommendation of the Company Board. The Company Board, at a meeting duly called and held, unanimously (a) determined that this Agreement and the Merger are fair to and in the best interests of the Company's stockholders (other than Parent TCI and its Subsidiariessubsidiaries), (b) approved this Agreement, the Merger and the other transactions contemplated hereby and (c) resolved to recommend adoption of this Agreement by the stockholders of the Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tele Communications Inc /Co/), Agreement and Plan of Merger (Tele Communications International Inc)
Recommendation of the Company Board. The Company Board, by vote at a meeting duly called and held, unanimously (a) has approved this Agreement, determined that this Agreement and the Merger are is fair to and in the best interests of the Company's ’s stockholders (other than Parent and its Subsidiaries), (b) approved this Agreement, the Merger has adopted resolutions recommending approval and the other transactions contemplated hereby and (c) resolved to recommend adoption of this Agreement and the Merger contemplated hereby by the stockholders of the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Provide Commerce Inc)
Recommendation of the Company Board. The Company Board, by vote at a meeting duly called and held, unanimously (a) has approved the Offer, the Merger and this Agreement, and has determined that this Agreement and the Merger are consideration to be paid to the Company's shareholders is fair to and in the best interests of the Company's stockholders (other than Parent shareholders and its Subsidiaries), (b) approved this Agreement, the Merger has adopted resolutions recommending approval and the other transactions contemplated hereby and (c) resolved to recommend adoption of this Agreement by and the stockholders transactions contemplated hereby to the shareholders of the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Protocol Systems Inc/New)
