Minimum Condition. The number of Shares validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been received), together with the Shares then owned by Merger Sub, does not represent at least one share more than 50% of the then outstanding Shares (the “Minimum Condition”).
Appears in 3 contracts
Sources: Merger Agreement (United Rentals, Inc.), Merger Agreement (Biotelemetry, Inc.), Merger Agreement
Minimum Condition. The number of Shares shares of Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received”, as defined by Section 251(h)(6) of the DGCL), together with the Shares shares of Common Stock then owned by Merger Sub, does do not represent at least one share more than 50% of the then outstanding Shares shares of Common Stock (the “Minimum Condition”).
Appears in 3 contracts
Sources: Merger Agreement (Mitel Networks Corp), Merger Agreement (ShoreTel Inc), Merger Agreement (Air Methods Corp)
Minimum Condition. The number of Shares shares of Company Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received”, as defined by Section 251(h)(6) of the DGCL), together with the Shares shares of Company Common Stock then owned by Merger SubSub (other than any Rollover Shares), does do not represent at least one share more than 50% of the then outstanding Shares shares of Company Common Stock (the “Minimum Condition”).
Appears in 2 contracts
Sources: Merger Agreement (Fresh Market, Inc.), Merger Agreement (Fresh Market, Inc.)
Minimum Condition. The number of Shares shares of Company Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received”, as defined by Section 251(h)(6) of the DGCL), together with the Shares shares of Company Common Stock then owned by Merger Sub, does do not represent at least one share more than 50% of the then outstanding Shares shares of Company Common Stock (the “Minimum Condition”).
Appears in 2 contracts
Sources: Merger Agreement (Steinhoff International Holdings N.V.), Merger Agreement (Mattress Firm Holding Corp.)
Minimum Condition. The number of Shares shares of Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received”, as defined by Section 251(h)(6) of the DGCL), together with the Shares shares of Common Stock then owned by Outerwall Merger Sub, does do not represent at least one share more than 50% of the then outstanding Shares shares of Common Stock (the “Minimum Condition”).
Appears in 1 contract
Sources: Merger Agreement (Outerwall Inc)
Minimum Condition. The number of Shares shares of Company Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received”, as defined by Section 251(h)(6) of the DGCL), together with the Shares shares of Company Common Stock then owned by Parent or Merger Sub, does do not represent at least one share more than 50% of the then outstanding Shares shares of Company Common Stock (the “Minimum Condition”).
Appears in 1 contract
Sources: Merger Agreement (MyoKardia, Inc.)
Minimum Condition. The number of Shares shares of Company Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received” by the “depository”, as such terms are defined by Section 251(h)(6) of the DGCL), together with the Shares shares of Company Common Stock then owned by Merger SubSub and its affiliates, does do not represent at least one share more than 50% of the then outstanding Shares shares of Company Common Stock (the “Minimum Condition”).
Appears in 1 contract
Minimum Condition. The number of Shares shares of Company Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been received), together with the Shares shares of Company Common Stock then owned by Merger Sub, does not represent at least one share more than 50% of the then outstanding Shares shares of Company Common Stock (the “Minimum Condition”).
Appears in 1 contract
Minimum Condition. The number of Shares shares of Common Stock validly tendered (and not properly withdrawn) prior to the expiration Expiration Time of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received”, as such terms are defined by Section 251(h) of the DGCL), together with the Shares shares of Common Stock, if any, then owned by Parent, Merger Sub, does not Sub or any of their Affiliates represent at least one share more than 50% a majority of the then shares of Common Stock outstanding Shares as of the consummation of the Offer at the Expiration Time (the “Minimum Condition”).
Appears in 1 contract
Sources: Merger Agreement (CDK Global, Inc.)
Minimum Condition. The number of Shares shares of Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received” by the “depository,” as such terms are defined by Section 302A.613(4)(b) of the MBCA), together with the Shares then any shares of Common Stock otherwise owned by Merger SubSub or its Affiliates, does do not represent at least one share more than 50% of the then issued and outstanding Shares shares of Common Stock (the “Minimum Condition”).
Appears in 1 contract
Sources: Merger Agreement (Qumu Corp)
Minimum Condition. The number of Shares shares of Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received” by the “depository,” as such terms are defined by Section 251(h)(6) of the DGCL), together with the Shares then any shares of Common Stock otherwise owned by Merger SubSub or its Affiliates, does do not represent at least one share more than 50% of the then outstanding Shares shares of Common Stock (the “Minimum Condition”).
Appears in 1 contract
Minimum Condition. The number of Shares shares of Company Common Stock validly tendered (and not properly withdrawn) prior to the expiration of the Offer (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received”, as defined by Section 251(h)(6) of the DGCL), together with the Shares shares of Company Common Stock then owned by Merger Sub, does not shall represent at least one share more than 50% of the then outstanding Shares shares of Company Common Stock (the “Minimum Condition”).;
Appears in 1 contract
Sources: Merger Agreement (PhenomeX Inc.)