Examples of Dakota Shares in a sentence
No advisers, as of the date hereof, have delivered to the Dakota Board a written opinion to the effect that, as of such date, the exchange ratio contemplated by the Merger is fair to the holders of Dakota Shares.
Dakota Shares and Voyager Shares are sometimes referred to collectively herein as "Shares." By way of example, 3,600,000/ 36,600,000 = .10 (the Exchange Ratio).
Each warrant, option, or other right to acquire USMX Shares as of the Effective Time shall be converted into a warrant, option, or other right to acquire Dakota Shares based on the conversion ratio set forth in Section 1.5, with the exercise price associated therewith, if any, being adjusted proportionately.
Fractional Dakota Shares shall not be issued in exchange for USMX Shares.
Dakota and USMX shall use all reasonable efforts to take any action required to cause Dakota Shares issuable pursuant to the Merger to be registered or to obtain an exemption from registration under applicable provincial, state, or foreign "blue sky" or securities laws.
The Parties acknowledge that the USMX Shares and Dakota Shares are unique.
At the Closing, Dakota will have the power to issue the new Dakota Shares free and clear of all liens, encumbrances, security agreements, equities, options, claims, charges, and restrictions, except for generally applicable restrictions imposed under applicable securities laws.
Dakota shall cause the Dakota Shares to be issued in connection with the Merger to be listed on The Toronto Stock Exchange and the American Stock Exchange.
The Joint Proxy Statement will comply as to form in all material respects with the applicable provisions of the Exchange Act and the Securities Act relating to the Dakota Shareholders' Meeting and the issuance of the Dakota Shares.
Upon consummation of the Transactions, the Dakota Shares issued hereunder will be duly and validly authorized and, when issued and delivered in accordance with the terms and provisions of this Agreement and the Certificate of Merger as provided for in Article I, will be fully paid and nonassessable.