Share Exchange has the meaning set forth in Section 2.1.
Share Exchange Event shall have the meaning specified in Section 14.07(a).
Share Exchange Agreement has the meaning specified in the Recitals.
First Merger shall have the meaning given in the Recitals hereto.
Share Exchange Ratio has the meaning given to it in Section 3.1(d);
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Company Shareholder Approval has the meaning set forth in Section 4.03(d).
Company Merger has the meaning set forth in the recitals hereto.
Merger Closing means the “Closing” as defined in the Merger Agreement.
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.
Pre-Exchange Transfer means any transfer or distribution in respect of one or more Common Units (i) that occurs prior to an Exchange of such Common Units, and (ii) to which Section 743(b) or 734(b) of the Code applies.
Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;
Exchange Shares has the meaning set forth in Section 2.01(b).
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Merger Shares has the meaning set forth in Section 2.2(c).
Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.
Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;
Company Shares has the meaning set forth in the Recitals.
Merger Sub 2 shall have the meaning given in the Recitals hereto.
Closing Merger Consideration has the meaning set forth in Section 2.02
Company Shareholder means any holder of any Company Shares.
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Company Stockholder Approval has the meaning set forth in Section 4.2(b).
Total Merger Consideration has the meaning set forth in Section 2.2(a).