Sentences with phrase «as shareholder approval»

The release disclosed that the plan calls for the company to distribute all available cash (between $ 2.72 and $ 2.91 per share) as soon as shareholder approval is obtained.

Not exact matches

The company is headlined by Alan Stein and Jon Taylor, both of whom will join the Azonto board as Managing Director and Technical Director after Azonto receives shareholder approval to change its name to Calima Energy.

The friendly deal, which requires approval by US Cobalt shareholders, comes as growing investments and demand in electric vehicles has spurred interest in key metals like cobalt, used in the vehicle's battery packs.

As Weston holds approximately 63 % of Loblaw's common shares, Loblaw expects that the TSX will accept Weston's agreement to support the transaction as evidence of shareholder approval and not require Loblaw to hold a shareholder meetinAs Weston holds approximately 63 % of Loblaw's common shares, Loblaw expects that the TSX will accept Weston's agreement to support the transaction as evidence of shareholder approval and not require Loblaw to hold a shareholder meetinas evidence of shareholder approval and not require Loblaw to hold a shareholder meeting.

Under applicable TSX rules, the transaction also requires the approval of Loblaw shareholders by majority vote, as the number of Loblaw common shares to be issued in the transaction exceeds 25 % of the total number of outstanding Loblaw common shares.

We note that, in accordance with Rule 14 (a)-6 (a), Apple was not required to file preliminary proxy materials with the Commission because the matters to be acted on at the meeting are limited to (1) the election of directors, (2) the ratification of accountants, (3) a vote on an advisory resolution to approve executive compensation, (4) the approval of the Plan described above, which is a «plan» as defined in paragraph (a)(6)(ii) of Item 402 of Regulation S - K, and (5) shareholder proposals pursuant to Rule 14a - 8.

For example, the expected timing and likelihood of completion of the proposed merger, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the proposed merger that could reduce anticipated benefits or cause the parties to abandon the transaction, the ability to successfully integrate the businesses, the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, the possibility that Kraft shareholders may not approve the merger agreement, the risk that the parties may not be able to satisfy the conditions to the proposed transaction in a timely manner or at all, risks related to disruption of management time from ongoing business operations due to the proposed transaction, the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of Kraft's common stock, and the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Kraft and Heinz to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers and on their operating results and businesses generally, problems may arise in successfully integrating the businesses of the companies, which may result in the combined company not operating as effectively and efficiently as expected, the combined company may be unable to achieve cost - cutting synergies or it may take longer than expected to achieve those synergies, and other factors.

Gawker, it turns out, plans to sell a minority stake to Columbus Nova, pending approval from Gawker's shareholders, to finance the company's ongoing legal fight with Terry Bollea, also known as Hulk Hogan.

The Barangaroo project has been a drawn - out planning and approval process for Crown, which has contributed to a delay of about 18 months to the development Mr Packer has called his biggest priority and one he hopes will improve the performance of its Australian business as part of a unique three - way split of Crown designed to drive stronger shareholder returns.

Such risks and uncertainties include, but are not limited to: our ability to achieve our financial, strategic and operational plans or initiatives; our ability to predict and manage medical costs and price effectively and develop and maintain good relationships with physicians, hospitals and other health care providers; the impact of modifications to our operations and processes; our ability to identify potential strategic acquisitions or transactions and realize the expected benefits of such transactions, including with respect to the Merger; the substantial level of government regulation over our business and the potential effects of new laws or regulations or changes in existing laws or regulations; the outcome of litigation, regulatory audits, investigations, actions and / or guaranty fund assessments; uncertainties surrounding participation in government - sponsored programs such as Medicare; the effectiveness and security of our information technology and other business systems; unfavorable industry, economic or political conditions, including foreign currency movements; acts of war, terrorism, natural disasters or pandemics; our ability to obtain shareholder or regulatory approvals required for the Merger or the requirement to accept conditions that could reduce the anticipated benefits of the Merger as a condition to obtaining regulatory approvals; a longer time than anticipated to consummate the proposed Merger; problems regarding the successful integration of the businesses of Express Scripts and Cigna; unexpected costs regarding the proposed Merger; diversion of management's attention from ongoing business operations and opportunities during the pendency of the Merger; potential litigation associated with the proposed Merger; the ability to retain key personnel; the availability of financing, including relating to the proposed Merger; effects on the businesses as a result of uncertainty surrounding the proposed Merger; as well as more specific risks and uncertainties discussed in our most recent report on Form 10 - K and subsequent reports on Forms 10 - Q and 8 - K available on the Investor Relations section of www.cigna.com as well as on Express Scripts» most recent report on Form 10 - K and subsequent reports on Forms 10 - Q and 8 - K available on the Investor Relations section of www.express-scripts.com.

The affirmative vote of the holders of a majority of the Shares present in person or represented by proxy at the meeting and entitled to vote on the proposal at issue is required for: (i) the ratification of the appointment of E&Y as Walmart's independent accountants for fiscal 2014; (ii) the adoption of a non-binding advisory resolution to approve the compensation of the company's NEOs; (iii) the approval of the Management Incentive Plan, as amended; and (iv) the adoption of each of the shareholder proposals.

Unless you indicate otherwise, the persons named as proxies on the proxy card will vote your Shares: FOR the election of each of the nominees for director named in this proxy statement; FOR the ratification of E&Y as Walmart's independent accountants for fiscal 2014; FOR the non-binding advisory resolution to approve the compensation of the company's NEOs; FOR the approval of the Management Incentive Plan, as amended; and AGAINST each of the shareholder proposals appearing in this proxy statement.

Furthermore, the rules governing companies listed on the NYSE and incorporated under Delaware law require us to submit certain matters to a vote of shareholders for approval, such as mergers, large share issuances or similar transactions, and the approval of equity - based compensation plans.

As described below, our company's practice is to submit the MIP for shareholder approval at least every five years in order to comply with Section 162 (m) of the Internal Revenue Code.

Shares that are properly voted by the Internet or telephone or for which proxy cards are properly executed and returned will be voted at the Annual Meeting in accordance with the directions given or, in the absence of directions, will be voted in accordance with the Board's recommendations as follows: «FOR» the election of each of the nominees to the Board named herein; «FOR» the ratification of the appointment of our independent auditors; «FOR» approval, on an advisory basis, of our executive compensation as described in this Proxy Statement; and «AGAINST» the shareholder proposal.

At any meeting at which a quorum has been established, the affirmative vote of the holders of a majority of the Shares present in person or represented by proxy at the meeting and entitled to vote on the proposal at issue is required for: (i) the ratification of the appointment of EY as Walmart's independent accountants for fiscal 2016; (ii) the adoption of a non-binding advisory resolution to approve the compensation of the company's NEOs; (iii) the approval of the Stock Incentive Plan of 2015; and (iv) the adoption of each of the shareholder proposals.

Shares that are properly voted via the Internet, mobile device, or by telephone or for which proxy cards are properly executed and returned will be voted at the Annual Meeting in accordance with the directions given or, in the absence of directions, will be voted in accordance with the Board's recommendations as follows: «FOR» the election of each of the nominees to the Board named herein; «FOR» the ratification of the appointment of our independent auditors; «FOR» approval, on an advisory basis, of our executive compensation as described in this Proxy Statement; and «AGAINST» each of the shareholder proposals.

Actual results may vary materially from those expressed or implied by forward - looking statements based on a number of factors, including, without limitation: (1) risks related to the consummation of the Merger, including the risks that (a) the Merger may not be consummated within the anticipated time period, or at all, (b) the parties may fail to obtain shareholder approval of the Merger Agreement, (c) the parties may fail to secure the termination or expiration of any waiting period applicable under the HSR Act, (d) other conditions to the consummation of the Merger under the Merger Agreement may not be satisfied, (e) all or part of Arby's financing may not become available, and (f) the significant limitations on remedies contained in the Merger Agreement may limit or entirely prevent BWW from specifically enforcing Arby's obligations under the Merger Agreement or recovering damages for any breach by Arby's; (2) the effects that any termination of the Merger Agreement may have on BWW or its business, including the risks that (a) BWW's stock price may decline significantly if the Merger is not completed, (b) the Merger Agreement may be terminated in circumstances requiring BWW to pay Arby's a termination fee of $ 74 million, or (c) the circumstances of the termination, including the possible imposition of a 12 - month tail period during which the termination fee could be payable upon certain subsequent transactions, may have a chilling effect on alternatives to the Merger; (3) the effects that the announcement or pendency of the Merger may have on BWW and its business, including the risks that as a result (a) BWW's business, operating results or stock price may suffer, (b) BWW's current plans and operations may be disrupted, (c) BWW's ability to retain or recruit key employees may be adversely affected, (d) BWW's business relationships (including, customers, franchisees and suppliers) may be adversely affected, or (e) BWW's management's or employees» attention may be diverted from other important matters; (4) the effect of limitations that the Merger Agreement places on BWW's ability to operate its business, return capital to shareholders or engage in alternative transactions; (5) the nature, cost and outcome of pending and future litigation and other legal proceedings, including any such proceedings related to the Merger and instituted against BWW and others; (6) the risk that the Merger and related transactions may involve unexpected costs, liabilities or delays; (7) other economic, business, competitive, legal, regulatory, and / or tax factors; and (8) other factors described under the heading «Risk Factors» in Part I, Item 1A of BWW's Annual Report on Form 10 - K for the fiscal year ended December 25, 2016, as updated or supplemented by subsequent reports that BWW has filed or files with the SEC.

As of the date of this statement your management knows of no business to be presented to the meeting that is not referred to in the accompanying notice other than the approval of the minutes of the last Annual Meeting of Shareholders, which action will not be construed as approval or disapproval of any of the matters referred to in such minuteAs of the date of this statement your management knows of no business to be presented to the meeting that is not referred to in the accompanying notice other than the approval of the minutes of the last Annual Meeting of Shareholders, which action will not be construed as approval or disapproval of any of the matters referred to in such minuteas approval or disapproval of any of the matters referred to in such minutes.

Prior to Thursday, only seven FTSE 100 companies had failed to secure approval of their remuneration report and the two defeats within hours of one other will undoubtedly call to mind memories of the 2012 AGM season, referred to as the «shareholder spring» due to a spate of revolts relating to executive pay, some of which engendered CEO resignations.

While the proposal at the 2015 AGM received 67.4 % shareholder approval, the 2016 AGM looks to continue the Company's preferred approach of sticking to old habits that die hard rather than addressing underlying shareholder concerns, as it has again chosen not to disclose the maximum discount rate.

As the lead lobbyist for his firm, his task is to generate profit for shareholders, which, as the information above shows, he pursues by massaging the political climate across the country to assure the conditions for pipeline approval are meAs the lead lobbyist for his firm, his task is to generate profit for shareholders, which, as the information above shows, he pursues by massaging the political climate across the country to assure the conditions for pipeline approval are meas the information above shows, he pursues by massaging the political climate across the country to assure the conditions for pipeline approval are met.

Lynas urged shareholders to approve the deal at its annual meeting, which will be held on November 30, noting its directors had concluded the «approval of the proposed amendments is important to assist the continued operation of the Lynas business as a going concern».

Primary Opinion intends to raise up to $ 25 million at an issue price of «no more» than 5 cents per share as part of the overall transaction and will need shareholder approval because of the sharp u-turn in the nature of its activities.

With the MetroPCS reverse merger with T - Mobile USA now lying in the hands of its shareholders after receiving all of the necessary regulatory approvals, the possibility of more device releases on MetroPCS with timely Android updates becomes more remote by the day as the carrier works to prepare itself for the merger, which will mean many changes to its operations, including its device lineup and makes the Premia a rare example of a device with proper post-launch support.

As previously disclosed on October 23, 2009, in conjunction with the sale of a substantial portion of the assets of D.A.W., Inc. («DAW»), a wholly owned subsidiary of Nyer Medical Group, Inc. («Nyer»), to Walgreen Easter Co. (the «WAG Transaction) and the sale of the stock of DAW to certain management investors (the «DAW Stock Transaction»), the Board of Directors of Nyer approved the liquidation and dissolution of Nyer pursuant to a Plan of Dissolution (the «Plan of Dissolution»), subject to obtaining shareholder approval of the WAG Transaction, the DAW Stock Transaction, and the Plan of Dissolution (the «Transactions»).

Pursuant to the Plan, the Company is also authorized to dispose of its remaining non-cash assets, on such terms and at such prices as the Company's board of directors, without further shareholder approval, may determine to be in the best interests of the Company and its shareholders, to pay or make reasonable provision to pay all claims against and obligations of the Company, to make such provisions as will be reasonably likely to be sufficient to provide compensation for any claim against the Company which is the subject of a pending action, suit or proceeding to which the Company is a party, to distribute on a pro rata basis to the shareholders of the Company the remaining assets of the Company, and, subject to statutory limitations, to take all other actions necessary to wind up and liquidate the Company's business and affairs.

We look forward to finalizing definitive documentation as expeditiously as possible and to presenting this transaction for shareholder approval in due course.»

Except as explicitly described otherwise, the strategies and policies of the fund may be changed without shareholder approval.

The acquisition still requires approval from Mantra shareholders as well as approvals from the Federal Court and the Foreign Investment Review Board.

The agreement is subject to the previously mentioned Gaylord Entertainment shareholder approval, which is expected in August, as well as lender consent to amendments to Gaylord's credit facility and other customary closing conditions and regulatory approvals.

As long as the non-binding proposal meets a list of qualifications and gets approval from the SEC, it has to be placed on the company's proxy statement and voted on during the next shareholder meetinAs long as the non-binding proposal meets a list of qualifications and gets approval from the SEC, it has to be placed on the company's proxy statement and voted on during the next shareholder meetinas the non-binding proposal meets a list of qualifications and gets approval from the SEC, it has to be placed on the company's proxy statement and voted on during the next shareholder meeting.

The transaction, the terms of which were announced on April 17, 2018 following approval by the National Company Law Tribunal in India, requires the approval of the shareholders of Vedanta Resources, Vedanta Limited's parent company, as a Class 1 transaction under the U.K. Listing Rules.

The deal represents the first time non-lawyers will stand to profit from a law firm as shareholders and is more than double the size of that proposed by Perth firm Integrated Legal Holdings last year, which is still pending regulatory approval.

Granada Group Limited v The Law Debenture Trust Corporation plc [2015] EWHC 1499 (Ch) Whether shareholder approval was needed for the grant of a charge to Law Debenture as trustee to secure pension promises to directors of the company or whether the pension scheme exemption applied.

As a result of the transaction which has received both shareholder and court approval, senior secured creditors (including entities managed by Carlyle and affiliates of Värde Partners) hold 96 % of the shares in the new Bis holding vehicle, a Cayman exempted company.

This discretion, however, introduces some uncertainty for operators and their shareholders as to what the AER might consider in determining whether an approval should be issued or licence eligibility changed.

The transaction is subject to the approval of the shareholders of Cavium and Marvell, as well other customary closing conditions and receipt of required regulatory approvals.

Given Monex's classification as a publicly - owned entity, the acquisition would need shareholder approval.

Second, we are just beginning what will be a lengthy process, as the proposed transaction will require both customary regulatory and shareholder approvals.