Reorganization Proposal definition

Reorganization Proposal means that certain proposal received by MID’s Board of Directors on March 31, 2008 on behalf of various shareholders of MID, as may be amended from time to time;”;
Reorganization Proposal shall have the meaning set forth in Section 5.8.

Examples of Reorganization Proposal in a sentence

  • Upon approval of the Reorganization Proposal, NBG shall have sixty (60) calendar days after the Annual Meeting to fully implement the Reorganization Proposal in form and substance acceptable to Administrative Agent in its sole discretion.

  • In any case in which the holders of this Series A shall be entitled to vote pursuant to a Reorganization Proposal or applicable law, each holder of Series A shall be entitled to one vote for each share of Series A Preferred Stock held, such voting rights being subject to adjustment as set forth below.

  • To approve the issuance, in a private placement, of shares of (A) if the Reorganization Proposal is approved and the Reorganization completed, Walgreens Boots Alliance, Inc.

  • We hereby consent to the references to our firm in the part of the Proxy Statement entitled "Reorganization Proposal" in (1) the section entitled "Synopsis" under the caption "Federal Income Tax Consequences of the Reorganization" and (2) the section entitled "The Proposed Transaction" under the caption "Federal Income Tax Considerations." Very truly yours, KIRKPATRICK & LOCKHART LLP By:/s/ Theodore L.

  • The holders of this Series A shall not be entitled to vote on any matter except with respect to any Reorganization Proposal (as defined below) or except where such rights are provided by applicable law.

  • The public impression created to date is that the Reorganization Proposal has been developed independently of MID and management.

  • Nothing in this Section 5.8 shall (x) permit Southern Mutual to terminate this Agreement, except as specifically provided in Article VII, (y) permit Southern Mutual to enter into any agreement with respect to a Reorganization Proposal during the term of this Agreement or (z) affect any other obligation of Southern Mutual under this Agreement.

  • The Board of RAP recommends that you vote "FOR" RAP's issuance of additional RAP Common Shares in connection with the Reorganization Proposal 2: Changes to Fundamental Investment Objectives and Restrictions—For RAP Shareholders Only RAP's current fundamental investment objective is capital appreciation.

  • Reorganization Proposal On March 31, 2008, MID received a reorganization proposal on behalf of various shareholders of MID, including entities affiliated with the Stronach Trust, MID's controlling shareholder.

  • See “Summary of the Reorganization Proposal — Regulatory Requirements” for a description of necessary regulatory approvals and licenses.


More Definitions of Reorganization Proposal

Reorganization Proposal means any proposal for, or to discuss, a merger, consolidation, sale of all or substantially all of the Assets, arrangement or other reorganization, arrangement or business combination involving Seller or any proposal or offer for, or to discuss, the acquisition in any manner of a substantial equity interest in, or a substantial portion of the Assets or temporary staffing business of, Sellers other than the transactions contemplated by this Agreement.
Reorganization Proposal has the meaning set forth in Section 4.19.
Reorganization Proposal means any agreement, plan or proposal involving any merger, consolidation, recapitalization, exchange of shares or other transaction that, if consummated in accordance with its terms, would result in the holders of the voting capital stock of the Corporation immediately prior to such merger, consolidation, recapitalization, exchange of shares or other transaction owning less than 50.1% of the outstanding voting securities of the Corporation or, if not the Corporation, the resulting entity arising out of such merger, consolidation, recapitalization, exchange of shares or other transaction or any agreement, plan or proposal involving the sale of all or substantially all of the assets of the Corporation and its subsidiaries on a consolidated basis.

Related to Reorganization Proposal

  • Business Combination Proposal has the meaning set forth in Section 5.8.

  • Acquisition Proposal has the meaning set forth in Section 5.03(a).

  • Transaction Proposal has the meaning specified in Section 8.02(c).

  • Takeover Proposal means any offer or proposal for, or any indication of interest in, a merger or other business combination involving Target or the acquisition of any significant equity interest in, or a significant portion of the assets of, Target, other than the transactions contemplated by this Agreement.

  • Company Takeover Proposal means (i) any proposal or offer for a merger, consolidation, dissolution, recapitalization or other business combination involving the Company, (ii) any proposal for the issuance by the Company of over 30% of its equity securities as consideration for the assets or securities of another person or (iii) any proposal or offer to acquire in any manner, directly or indirectly, over 30% of the equity securities or consolidated total assets of the Company, in each case other than the Merger.

  • Transaction Proposals has the meaning specified in Section 8.2(b).

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Alternative Transaction Proposal means any offer, inquiry, proposal or indication of interest, written or oral (whether binding or non-binding and other than an offer, inquiry, proposal or indication of interest by Parent or an Affiliate of Parent), relating to an Alternative Transaction.

  • Alternative Proposal has the meaning set forth in Section 6.2(b).

  • Parent Acquisition Proposal means any offer or proposal for a merger, reorganization, recapitalization, consolidation, share exchange, business combination or other similar transaction involving Parent or any of its Subsidiaries or any proposal or offer to acquire, directly or indirectly, securities representing more than 20% of the voting power of Parent or more than 20% of the assets of Parent and its Subsidiaries taken as a whole, other than the Combination contemplated by this Agreement.

  • Reorganization Plan means a plan of reorganization in any of the Cases.

  • Superior Acquisition Proposal means any Acquisition Proposal containing terms which the Company Board determines in its good faith judgment (based on the advice of an independent financial advisor) to be more favorable to the Company’s stockholders than the Merger and for which financing, to the extent required, is then committed or which, in the good faith judgment of the Company Board, is reasonably capable of being obtained by such third party.

  • Company Acquisition Proposal means any offer, indication of interest or proposal (other than an offer or proposal made or submitted by or on behalf of Parent or any of its Subsidiaries) contemplating or otherwise relating to any Company Acquisition Transaction.

  • Proposal means the Technical Proposal and the Financial Proposal.

  • Alternative Restructuring Proposal means any inquiry, proposal, offer, bid, term sheet, discussion, or agreement with respect to a sale, disposition, new-money investment, restructuring, reorganization, merger, amalgamation, acquisition, consolidation, dissolution, debt investment, equity investment, liquidation, tender offer, recapitalization, plan of reorganization, share exchange, business combination, or similar transaction involving any one or more Company Parties or the debt, equity, or other interests in any one or more Company Parties that is an alternative to one or more of the Restructuring Transactions.

  • Company Superior Proposal shall have the meaning set forth in Section 7.4(b).

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Superior Proposal has the meaning set forth in Section 5.09(a).

  • Parent Superior Proposal shall have the meaning set forth in Section 7.4(g).

  • Competing Proposal means a proposal, offer or invitation to the Company, any Party or any of a Party’s Affiliates (other than the Proposal), that involves the acquisition of Control of the Target, a sale of all or a substantial part of the assets of the Target, a restructuring or recapitalization of the Target, or some other transaction that would adversely affect, prevent or materially reduce the likelihood of the consummation of the Transaction with the Parties.

  • Unsolicited proposal means a written proposal for a public-private initiative that is submitted by a private entity for the purpose of entering into an agreement with the department but that is not in response to a formal solicitation or request issued by the department.

  • Acquisition Transaction means any transaction or series of transactions involving:

  • Bid Proposal or “Proposal” means the bidder’s proposal submitted in response to the RFP.

  • Change Proposal means a proposal (in the standard form) for any alteration of, or addition to, or omission from, the Contractor’s Brief or any change in the design, quality or quantity of the Works put forward by the Contractor or the Commercial Officer;

  • Reorganization Event has the meaning specified in Section 5.6(b).