Actions in Connection with Distribution Sample Clauses

Actions in Connection with Distribution. Unless Vishay has previously determined not to proceed with the Separation, Vishay and VPG will cause to be taken the following actions in connection with the Distribution:
AutoNDA by SimpleDocs
Actions in Connection with Distribution. (1) SG DevCo shall file such amendments and supplements to the Registration Statement as SG Holdings may reasonably request, and such amendments as may be necessary in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the Registration Statement and Information Statement as may be required by the SEC or federal, state or foreign securities Laws. SG Holdings shall mail to the holders of SG Holdings Common Stock, at such time on or prior to the Distribution Date as SG Holdings shall determine, the Information Statement included in the Registration Statement, as well as any other information concerning SG DevCo, the SG DevCo Business, operations and management, the Separation and such other matters as SG Holdings shall reasonably determine are necessary and as may be required by Law.
Actions in Connection with Distribution. (a) Crane Company shall file such amendments and supplements to the Registration Statement as Crane Holdings, Co. may reasonably request, and such amendments as may be necessary in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the Registration Statement and Information Statement as may be required by the SEC or federal, state or foreign securities Laws. Crane Holdings, Co. shall cause the Information Statement included in the Registration Statement to be delivered to the holders of Crane Holdings, Co. Common Stock, at such time on or prior to the Distribution Date as Crane Holdings, Co. shall determine (or, alternatively, Crane Holdings, Co. shall make available the Registration Statement, including the Information Statement, to the holders of Crane Holdings, Co. Common Stock and cause to be mailed to the holders of Crane Holdings, Co. Common Stock a notice of internet availability of the Registration Statement and post such notice on its website, in each case in compliance with Rule 14a-16 promulgated by the SEC pursuant to the Exchange Act, as such rule may be amended from time to time), as well as any other information concerning Crane Company, the Other Businesses, operations and management, the Separation and such other matters as Crane Holdings, Co. shall reasonably determine are necessary and as may be required by Law.
Actions in Connection with Distribution. (a) Arcosa shall file such amendments and supplements to the Registration Statement as Trinity may reasonably request, and such amendments as may be necessary in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the Registration Statement and Information Statement as may be required by the SEC or federal, state or foreign securities Laws. Trinity shall mail to the holders of Trinity Common Stock, at such time on or prior to the Distribution Date as Trinity shall determine, the Information Statement included in the Registration Statement, as well as any other information concerning Arcosa, the Arcosa Business, operations and management, the Separation and such other matters as Trinity shall reasonably determine are necessary and as may be required by Law.
Actions in Connection with Distribution. Subject to Section 3.2 hereof, on or prior to the Distribution Date, Xxxx Xxx will deliver to the Agent for the benefit of the Record Holders, a single stock certificate, endorsed by Xxxx Xxx in blank, representing all of the outstanding shares of HBI Common Stock then owned by Xxxx Xxx, and shall cause the transfer agent for the shares of Xxxx Xxx Common Stock to instruct the Agent to distribute on the Distribution Date the appropriate number of such shares of HBI Common Stock to each such Record Holder. The Distribution shall be effective at [11:59 p.m.], Central Time, on the Distribution Date (the “Effective Time”). Subject to Section 3.2 and Section 3.5, each Record Holder will be entitled to receive in the Distribution a number of shares of HBI Common Stock equal to the number of shares of Xxxx Xxx Common Stock held by such Record Holder on the Record Date multiplied by the distribution ratio to be determined by Xxxx Xxx’x Board of Directors when it declares the Distribution (the “Distribution Ratio”). It is intended that the Distribution Ratio will approximate a fraction the numerator of which is the number of shares of HBI Common Stock beneficially owned by Xxxx Xxx on the Distribution Date and the denominator of which is the number of shares of Xxxx Xxx Common Stock outstanding on the Record Date. Xxxx Xxx and HBI, as the case may be, will provide to the Agent all share certificates and any information required in order to complete the Distribution on the basis specified above.
Actions in Connection with Distribution. (1) SUNS shall file such amendments and supplements to the Registration Statement as AFC Gamma may reasonably request, and such amendments as may be necessary in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the Registration Statement and Information Statement as may be required by the SEC or federal, state or foreign securities Laws. AFC Gamma shall mail to the holders of AFC Gamma Common Stock, at such time on or prior to the Distribution Date as AFC Gamma shall determine, the Information Statement included in the Registration Statement, as well as any other information concerning SUNS, the SUNS Business, operations and management, the Separation and such other matters as AFC Gamma shall reasonably determine are necessary and as may be required by Law.
Actions in Connection with Distribution. (1) Cryptyde shall file such amendments and supplements to the Registration Statement as Vinco may reasonably request, and such amendments as may be necessary in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the Registration Statement and Information Statement as may be required by the SEC or federal, state or foreign securities Laws. Vinco shall mail to the holders of Vinco Common Stock, at such time on or prior to the Distribution Date as Vinco shall determine, the Information Statement included in the Registration Statement, as well as any other information concerning Cryptyde, the Cryptyde Business, operations and management, the Separation and such other matters as Vinco shall reasonably determine are necessary and as may be required by Law.
AutoNDA by SimpleDocs

Related to Actions in Connection with Distribution

  • Issuance in connection with a Business Combination If, in connection with a Business Combination, the Company (a) issues additional Ordinary Shares or equity-linked securities at an issue price or effective issue price of less than $9.20 per share (with such issue price or effective issue price as determined by the Company’s Board of Directors, in good faith, and in the case of any such issuance to the Sponsor, the initial shareholders or their affiliates, without taking into account any shares of the Company’s Class B ordinary shares, par value $0.0001 per share (the “Class B Ordinary Shares”), issued prior to the Public Offering and held by the initial shareholders or their affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (b) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Business Combination on the date of the consummation of such Business Combination (net of redemptions), and (c) the Market Value (as defined below) is below $9.20 per share, then the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the greater of (i) the Market Value or (ii) Newly Issued Price, and the Redemption Trigger Price (as defined below) will be adjusted (to the nearest cent) to be equal to 180% of the greater of (i) the Market Value or (ii) the Newly Issued Price. Solely for purposes of this Section 4.6, the “Market Value” shall mean the volume weighted average trading price of the Ordinary Shares during the twenty (20) trading day period starting on the trading day prior to the date of the consummation of the Business Combination.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!