Company Fairness Opinion definition

Company Fairness Opinion has the meaning set forth in Section 3.22.

Company Fairness Opinion means the opinion of the Company Financial Advisor 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, excluding the Specified Shareholders;

Company Fairness Opinion means a written opinion by a nationally recognized investment banking firm delivered to the board of directors of the Company (i) to the effect that the exchange ratios to be offered to the holders of shares of Company Capital Stock in the Merger are fair to the holders of shares of Company Capital Stock from a financial point of view and (ii) which has been authorized by such firm for inclusion in the Proxy Statement.

Examples of Company Fairness Opinion in a sentence

• The Company has made available to Parent a true, correct and complete copy of the Company Fairness Opinion.

• The Company has been authorized by the Company Financial Advisor to permit, subject to the prior review and consent by the Company Financial Advisor (such consent not to be unreasonably withheld), the inclusion of the Company Fairness Opinion (or a reference thereto) in the Proxy Statement.

• The Company has obtained the authorization of the Company Financial Advisor to include a copy of the Company Fairness Opinion in the Proxy Statement and Other Filings.

• A true, correct and complete copy of Company Fairness Opinion has been delivered to Parent for informational purposes only.

• As of the date of this Agreement, the Company Fairness Opinion has not been withdrawn, revoked, waived, amended, modified or supplemented in any respect.

More Definitions of Company Fairness Opinion

Company Fairness Opinion means an opinion of Morgan Stanley & Co. Incoxxxxxxed, xxxxessed to the Company Board, as to the fairness of the Per Share Merger Consideration to the Company Stockholders (other than Parent and the Parent Subsidiary) from a financial point of view.

Company Fairness Opinion has the meaning specified in Section 6.6.

Company Fairness Opinion has the meaning specified in the recitals hereto.

Company Fairness Opinion has the meaning given to it in Section 4.25.

Company Fairness Opinion means an opinion of BMO Nesbitt Burns Inc. to the effect that, as of the date of such opinion, and subject to the assumptions, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders is fair, from a financial point of view, to such holders. C-8- 4 -

Company Fairness Opinion. ’ means the opinion of Canaccord Genuity Corp. addressed to the Company Board to the effect that, as of the date of such opinion, the Consideration to be received by the Company Shareholders is fair, from a financial point of view, to the Company Shareholders (other than Capstone and its affiliates).

Company Fairness Opinion means an opinion of Canaccord Genuity Corp. to the effect that, as of the date of such opinion, and subject to the assumptions, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders is fair, from a financial point of view, to such holders.