SEC means the United States Securities and Exchange Commission.
SEDAR means the System for Electronic Document Analysis and Retrieval maintained on behalf of the securities authorities.
Shareholder has the meaning set forth in this Circular under Management Information Circular.
Shareholder Rights Plan Resolution has the meaning set forth in this Circular under Approval of the Rights Plan Continuation.
Shares has the meaning set forth in this Circular under Information Concerning the Meeting Purpose of the Meeting.
Special Committee has the meaning set forth in this Circular under The Arrangement Background to the Arrangement.
Superior Proposal means a bona fide written Acquisition Proposal that the Board in good faith determines would, if consummated, result
in a transaction that is more favourable from a financial point of view to the Shareholders (solely in their capacities as Shareholders) than the Arrangement after taking into account the likelihood of obtaining financing and regulatory approval for
such proposal, the likelihood of consummating such proposal and any other factors the Board in good faith deems to be relevant; provided, however for purposes of the definition of Superior Proposal, the references to
20% or more or 80% in the definition of Acquisition Proposal shall be deemed to be references to a majority.
Supporting Shareholders has the meaning set forth in this Circular under The Arrangement Voting Agreement.
Sustainability Report has the meaning set forth in this Circular under Environmental, Social & Governance Practices
Sustainability.
SVN has the meaning set forth in this Circular under Environmental, Social & Governance Practices
Sustainability.
Target Shares has the meaning set forth in this Circular under Executive Compensation
Compensation Process.
taxable capital gain has the meaning set forth in this Circular under Certain Canadian Federal
Income Tax Considerations.
Taxes means any and all domestic or foreign, federal, provincial, state, or local income, gross
receipts, payroll, employment, excise, severance, stamp, occupation, windfall, profits, gains, recapture, customs, import or export, capital, capital stock, withholding, social security, government pension plan premiums or contributions,
unemployment, health, employee health, disability, education, workers compensation, real (immovable) property, environmental, personal property, sales, use, license, transfer, land transfer, value added, goods and services, harmonized sales,
retail, alternative or minimum taxes, estimated, or other taxes, fees, charges, duties or assessments and similar governmental charges and impositions in the nature of taxes, including any liability relating to a deemed overpayment of Taxes in
respect of the CEWS under section 125.7 of the Tax Act and any interest, fines, additions, penalties, or other additional amounts imposed by any Governmental Authority with respect to the foregoing.
Tax Act means the Income Tax Act (Canada) R.S.C., 1985, c. 1 (5th Supp.) as amended.
Tax Proposals has the meaning set forth in this Circular under Certain Canadian Federal Income Tax Considerations.
Termination Fees means the Purchaser Termination and the Company Termination Fee, for a total of $223,000,000.
TSR has the meaning set forth in this Circular under Executive Compensation Compensation Process.
TSX means the Toronto Stock Exchange.
U.S. Exchange Act has the meaning set forth in this Circular under Management Information Circular Notice to Shareholders Not
Resident in Canada.
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