Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions is the affirmative vote of the holders of a majority of the outstanding Shares.
Appears in 4 contracts
Sources: Merger Agreement (Gni Group Inc /De/), Merger Agreement (Green I Acquisition Corp), Merger Agreement (Born Dawn S)
Vote Required. The only vote of the holders of any class or series of Company capital stock of the Company stock, if any, necessary to approve this Agreement and or adopt the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding SharesShares and no other vote of the holders of any class or series of the capital stock of the Company is necessary to approve the other transactions contemplated hereby.
Appears in 4 contracts
Sources: Merger Agreement (Prima Energy Corp), Merger Agreement (Prima Energy Corp), Agreement and Plan of Merger (Encana Corp)
Vote Required. The only vote of the holders of any class or series of Company capital stock of the Company necessary to approve and adopt this Agreement and the Transactions is Merger is, if required by applicable Law, the approval and adoption of this Agreement by the affirmative vote of the holders of at least a majority of the outstanding Sharesshares of Company Common Stock (the “Company Stockholder Approval”). The affirmative vote of any holders of any other class of Company capital stock is not necessary to approve this Agreement or to consummate any Transaction.
Appears in 4 contracts
Sources: Merger Agreement (Ruby Merger Corp.), Merger Agreement (Ruby Merger Corp.), Merger Agreement (Ruby Merger Corp.)
Vote Required. The only vote votes of the holders of any class or series of Company capital stock of the Company necessary to approve any transaction contemplated by this Agreement and the Transactions is are (a) the affirmative vote in favor of the adoption of this Agreement of the holders of at least a majority of the outstanding Sharesshares of Company Common Stock and (b) the affirmative vote in favor of amending the certificate of incorporation of the Company as set forth in Exhibit A (the "Company Charter Amendment") of the holders of at least a majority of the outstanding shares of Company Common Stock.
Appears in 3 contracts
Sources: Merger Agreement (R&b Falcon Corp), Merger Agreement (Cliffs Drilling Co), Merger Agreement (R&b Falcon Corp)
Vote Required. The only vote of the holders of any class or series of Company capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding Shares.
Appears in 3 contracts
Sources: Agreement and Plan of Merger (Automatic Data Processing Inc), Agreement and Plan of Merger (Cunningham Graphics International Inc), Merger Agreement (Automatic Data Processing Inc)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding Sharesshares of Common Stock. No provision of the Company’s certificate of incorporation or bylaws, or of any other instrument binding on the Company, would require the vote of the holders of any class or series of capital stock of the Company to approve the Merger if, at the Effective Time, Merger Sub owns at least 90% of the shares of Common Stock outstanding at the Effective Time.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Education Lending Group Inc), Merger Agreement (Cit Group Inc)
Vote Required. The only vote of the holders of any class or series of Company capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of not less than a majority of the votes entitled to be cast by the holders of all of the outstanding Sharesshares of Company Common Stock.
Appears in 2 contracts
Sources: Merger Agreement (Shoneys Inc), Merger Agreement (Buffets Inc)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions transactions contemplated hereby is the affirmative vote of the holders of a majority two-thirds of the outstanding Sharesshares of Company Common Stock (the "Company Shareholders' Approval").
Appears in 2 contracts
Sources: Merger Agreement (Cox Communications Inc /De/), Merger Agreement (Tca Cable Tv Inc)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding Shares.
Appears in 2 contracts
Sources: Merger Agreement (Major Realty Corp), Merger Agreement (Chemed Corp)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority at least two-thirds of the outstanding Sharesshares of Company Stock. No such vote by the holders of any class or series of capital stock of the Company will be necessary if at the Effective Time Merger Sub owns at least 90% of the shares of Company Stock outstanding at the Effective Time. There is no vote of the holders of any class or series of capital stock of the Company necessary in order for Merger Sub to commence and consummate the Offer.
Appears in 2 contracts
Sources: Merger Agreement (Immucor Inc), Merger Agreement (Gamma Biologicals Inc)
Vote Required. The only vote of the holders of any class classes or series of capital stock of the Company necessary to approve and adopt this Agreement, the Merger and the other transactions contemplated by this Agreement and the Transactions is the affirmative vote of the holders of at least a majority of the outstanding Sharesshares of the Company Stock in favor of the approval and adoption of this Agreement and the Merger.
Appears in 2 contracts
Sources: Merger Agreement (Polaroid Holding Co), Merger Agreement (Genome Therapeutics Corp)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve and adopt this Agreement and approve the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding Sharesshares of Company Common Stock and Company Preferred Stock (voting together as a single class and on an as-converted to Common Stock basis).
Appears in 2 contracts
Sources: Merger Agreement (Probusiness Services Inc), Merger Agreement (Automatic Data Processing Inc)
Vote Required. The only vote of the holders of any class or series of the Company capital stock of the Company necessary to approve the Merger and adopt this Agreement and the Transactions is the affirmative vote of the holders of a majority two-thirds of the outstanding Sharesshares of the Company Common Stock.
Appears in 2 contracts
Sources: Merger Agreement (GRC International Inc), Merger Agreement (McNichols Gerald R)
Vote Required. The only vote of the holders of any class or series of Company capital stock of the Company necessary to approve and adopt this Agreement and the Transactions is Merger is, if required by applicable Law, the approval and adoption of this Agreement by the affirmative vote of the holders of at least a majority of the outstanding Sharesshares of Company Common Stock (the COMPANY STOCKHOLDER APPROVAL). The affirmative vote of any holders of any other class of Company capital stock is not necessary to approve this Agreement or to consummate any Transaction.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Sapphire Expansion CORP), Merger Agreement (Retek Inc)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary or required in order to approve adopt this Agreement and or approve the Transactions transactions contemplated hereby, including the Merger, is the affirmative vote adoption of this Agreement by the holders of a majority of the outstanding Sharesshares of Company Common Stock entitled to vote on such matter (the “Company Stockholder Approval”).
Appears in 2 contracts
Sources: Merger Agreement (SWS Group Inc), Merger Agreement (Hilltop Holdings Inc.)
Vote Required. The affirmative vote of the holders of a bare ------------- majority of the outstanding Shares is the only vote of the holders of any class or series of the Company's capital stock of the Company necessary to approve this Agreement and the Merger. No vote of any class or series of the Company's capital stock is necessary to approve any of the Transactions is other than the affirmative vote of the holders of a majority of the outstanding SharesMerger.
Appears in 2 contracts
Sources: Merger Agreement (Plato Holdings Inc), Merger Agreement (Plato Holdings Inc)
Vote Required. The only vote votes of the holders of any class classes or series of capital stock of the Company necessary to approve and adopt this Agreement, the Merger and the other transactions contemplated by this Agreement and the Transactions is are the affirmative vote of the holders of a majority of the outstanding Sharesshares of (i) Company Stock (voting together as a single class and on an as-converted basis) and (ii) Company Preferred Stock (voting separately as a class) (the “Company Stockholder Approval”).
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Lenco Mobile Inc.), Merger Agreement (Lenco Mobile Inc.)
Vote Required. The only vote of the holders of any class or series of the Company capital stock of the Company necessary to approve the Merger and adopt this Agreement and the Transactions is the affirmative vote of the holders of a majority of the outstanding Sharesshares of the Company Common Stock voted at the Company Stockholders Meeting.
Appears in 2 contracts
Sources: Merger Agreement (Harte Hanks Communications Inc), Merger Agreement (Dimark Inc)
Vote Required. The only vote votes of the holders of any ------------- class or series of Company capital stock of the Company necessary to approve this Agreement and the Transactions is Merger are the affirmative vote votes of the holders of a majority of the outstanding Shares.
Appears in 1 contract
Vote Required. The only vote of the holders of any class or series of Company capital stock of the Company necessary to approve any transaction contemplated by this Agreement is the affirmative vote in favor of approval and adoption of the Merger and this Agreement and the Transactions is the affirmative vote of transactions contemplated hereby by the holders of at least a majority of the outstanding Sharesshares of Company Common Stock entitled to vote thereon.
Appears in 1 contract
Sources: Merger Agreement (Circle International Group Inc /De/)
Vote Required. The only vote of the holders of any class classes or series of capital stock of the Company necessary to approve and adopt this Agreement, the Merger and the other transactions contemplated by this Agreement and the Transactions is the affirmative vote of the holders of at least a majority of the outstanding Sharesshares of the Company Stock, voting together as single class in favor of the approval and adoption of this Agreement and the Merger (the “Required Vote”). The shares of Company Stock held by the Principal Shareholder are sufficient to secure the Required Vote.
Appears in 1 contract
Sources: Merger Agreement (DemandTec, Inc.)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding Sharesshares of Company Stock. No such vote by the holders of any class or series of capital stock of the Company will be necessary if at the Effective Time Merger Sub owns at least 90% of the shares of Company Stock outstanding at the Effective Time. There is no vote of the holders of any class or series of capital stock of the Company necessary in order for Merger Sub to commence and consummate the Offer.
Appears in 1 contract
Sources: Merger Agreement (Isomedix Inc)
Vote Required. The only vote votes of the holders of any class or series of Company capital stock of the Company necessary to approve the Merger and this Agreement and the Transactions is are the affirmative vote votes of the holders of at least a majority of the outstanding Sharesshares of the Company Common Stock. The provisions of Article Sixth of the Company's Certificate of Incorporation do not impose any super majority voting requirement on the transactions contemplated hereby.
Appears in 1 contract
Sources: Merger Agreement (Vtel Corp)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement Agreement, the Merger and the Transactions other transactions contemplated by this Agreement is the affirmative vote of the holders of a majority of the outstanding Sharesshares of Company Common Stock in favor of the approval of the adoption of this Agreement and the Merger.
Appears in 1 contract
Vote Required. The only vote of the holders of any class or series of capital stock of the Company that may be necessary to approve adopt this Agreement and the Transactions is the affirmative vote in favor of the adoption of this Agreement by holders of at least a majority of the outstanding SharesShares entitled to vote thereon (the “Company Stockholder Approval”).
Appears in 1 contract
Sources: Merger Agreement (TPC Group Inc.)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding Sharesshares of Common Stock. No provision of the Company's Certificate of Incorporation or Bylaws, or of any other instrument binding on the Company, would required the vote of the holders of any class or series of capital stock of the Company to approve the Merger if, at the Effective Time, Merger Sub owns at least 90% of the shares of Common Stock outstanding at the Effective Time. There is no vote of the holders of any class or series of capital stock of the Company necessary in order for Merger Sub to commence and consummate the Offer.
Appears in 1 contract
Vote Required. The only vote of the holders of any class or series of the Company's capital stock of the Company necessary to approve the Merger and adopt this Agreement and the Transactions is the affirmative vote or consent of the holders of a majority of the outstanding Sharesshares of Company Stock, which consent is given in Section 5.07.
Appears in 1 contract
Sources: Merger Agreement (Tyler Corp /New/)
Vote Required. The only vote of the holders of any class or series of the Company capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority at least two-thirds of the outstanding Sharesshares of the Company Common Stock.
Appears in 1 contract
Sources: Merger Agreement (Affiliated Computer Services Inc)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company that may be necessary to approve adopt this Agreement and the Transactions is the affirmative vote in favor of the adoption of this Agreement by holders of a majority at least two-thirds of the outstanding SharesShares entitled to vote thereon (the “Company Shareholder Approval”).
Appears in 1 contract
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority at least 70% of the outstanding Sharesshares of Common Stock. There is no vote of the holders of any class or series of capital stock of the Company necessary in order for Sub to commence and consummate the Offer.
Appears in 1 contract
Sources: Merger Agreement (Geon Co)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions Proposals is the affirmative vote of the holders of a the majority of the outstanding Sharesshares of Common Stock in favor of the Proposals.
Appears in 1 contract
Sources: Investment and Exchange Agreement (Emisphere Technologies Inc)
Vote Required. The only vote of the holders of any class or ------------- series of ▇▇▇▇▇ capital stock of the Company necessary to approve the Merger and adopt this Agreement and the Transactions is the affirmative vote of the holders of a majority at least two-thirds of the outstanding Sharesshares of ▇▇▇▇▇ Common Stock.
Appears in 1 contract
Vote Required. The only vote of the holders shareholders of any class or series of Company's capital stock of the Company necessary to approve the Merger and adopt this Agreement and the Transactions is is, the affirmative vote of the holders of a majority two-thirds of the all outstanding Sharesshares of Company Common Stock.
Appears in 1 contract
Vote Required. The only vote votes of the holders of any class or series of capital stock of the Company necessary to approve this Agreement and the Transactions is Merger are the affirmative vote votes of the holders of a majority two-thirds of the outstanding Sharesshares of Company Common Stock and Company Preferred Stock voting together as a class.
Appears in 1 contract
Sources: Merger Agreement (Home Health Corp of America Inc \Pa\)
Vote Required. The only vote of the holders of any class or series of the Company's capital stock of the Company stock, if any, necessary to approve this Agreement and the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding Common Shares.
Appears in 1 contract
Sources: Merger Agreement (Ricoh Co LTD)
Vote Required. The only vote votes of the holders of any class ------------- classes or series of capital stock of the Company necessary to approve and adopt this Agreement, the Merger and the other transactions contemplated by this Agreement and the Transactions is are the affirmative vote votes of the holders of a majority the requisite number of the outstanding SharesCompany Common Stock, Company Series A Preferred Stock, Company Series B Preferred Stock and Company Series C Preferred Stock, voting as separate series.
Appears in 1 contract
Sources: Merger Agreement (Sonicwall Inc)
Vote Required. The only vote of the holders of any class or ------------- series of capital stock of the Company necessary to approve the Merger is the affirmative vote of the holders of at least 70% of the outstanding shares of Common Stock. There is no vote of the holders of any class or series of capital stock of the Company necessary in order for Sub to approve this Agreement commence and consummate the Transactions is the affirmative vote of the holders of a majority of the outstanding SharesOffer.
Appears in 1 contract
Sources: Merger Agreement (Osullivan Corp)
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary or required in order to approve adopt this Agreement or approve the transactions contemplated hereby is the Company Stockholder Approval and the Transactions is the affirmative vote of the holders of a majority of the outstanding SharesCompany Special Required Approval.
Appears in 1 contract
Sources: Transaction Agreement (Dover Downs Gaming & Entertainment Inc)
Vote Required. The only vote of the holders of any class or series of the Company's capital stock of the Company necessary to approve the Merger and adopt this Agreement and the Transactions is the affirmative vote or consent of the holders of a majority two-thirds of the outstanding Sharesshares of Company Stock.
Appears in 1 contract
Sources: Merger Agreement (CPS Systems Inc)
Vote Required. The only vote of the holders of any class or series of the Company's capital stock of the Company that may be necessary to approve this Agreement and any of the Transactions transactions contemplated hereby (including without limitation the Merger) or by the Support Agreements is the approval of the Merger by the affirmative vote of the holders of a majority of the outstanding Shares.
Appears in 1 contract
Vote Required. The only vote of the holders of any class or series of capital stock of the Company necessary to approve and adopt this Agreement and approve the Transactions Merger is the affirmative vote of the holders of a majority of the outstanding Sharesshares of Company Common Stock.
Appears in 1 contract