Common use of Creation and Issue of Subscription Receipts Clause in Contracts

Creation and Issue of Subscription Receipts. (a) An aggregate of up to 14,250,000 Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 for each Subscription Receipt. (b) One Subscription Receipt shall be issued, without any further act or formality, on the Closing Date, for each $1.90 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b), Subscription Receipt Certificates shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d) Each Subscription Receipt issued hereunder will entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special Warrant.

Appears in 1 contract

Samples: Subscription Receipt Agreement (Merus Labs International Inc.)

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Creation and Issue of Subscription Receipts. (a1) An aggregate of up to 14,250,000 15,000,000 Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 0.30 for each Subscription Receipt. (b2) One Subscription Receipt shall be issued, issued without any further act or formality, formality on the Closing Date, for each $1.90 0.30 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c3) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b2.1(2), Subscription Receipt Certificates shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d4) Each Subscription Receipt issued hereunder will entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special Unit (subject to adjustment as set out herein). Each Unit will be comprised of one Underlying Share and half of one Warrant.

Appears in 1 contract

Samples: Subscription Receipt Agreement

Creation and Issue of Subscription Receipts. (a1) An aggregate of up Up to 14,250,000 75,000,000 Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 0.20 for each Subscription Receipt.Receipt.‌ (b2) One Subscription Receipt shall be issued, issued without any further act or formality, formality on the Closing Date, for each $1.90 0.20 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c3) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b2.1(2), Subscription Receipt Certificates shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d4) Each Subscription Receipt issued hereunder will entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special Unit (subject to adjustment as set out herein). Each Unit will be comprised of one Underlying Share and one half of one Warrant.

Appears in 1 contract

Samples: Subscription Receipt Agreement

Creation and Issue of Subscription Receipts. (a) An aggregate of up to 14,250,000 140,000 Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 for each per Subscription ReceiptReceipt equal to the Subscription Price. (b) One Subscription Receipt shall be issued, without any further act or formality, on the Closing Date, for each $1.90 1,000.00 received by the Corporation as payment therefor of the Subscription Price and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b), Subscription Receipt Certificates shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d) Each Subscription Receipt issued hereunder will entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special Warrant.

Appears in 1 contract

Samples: Subscription Receipt Agreement (DHX Media Ltd.)

Creation and Issue of Subscription Receipts. (a) An aggregate of up to 14,250,000 a maximum of 21,750,000 Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 1.15 for each Subscription Receipt. (b) One Subscription Receipt shall be issued, in certificated or uncertificated form, without any further act or formality, on the Closing Date, for each $1.90 1.15 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b), Subscription Receipt Certificates Receipts, in certificated or uncertificated form, shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d) Each Subscription Receipt issued hereunder will automatically entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special WarrantCommon Share and one-half of one Warrant upon satisfaction of the Release Conditions.

Appears in 1 contract

Samples: Subscription Receipt Agreement

Creation and Issue of Subscription Receipts. (a) An aggregate of up to 14,250,000 12,346,000 Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 0.81 for each Subscription Receipt. (b) One Subscription Receipt shall be issued, without any further act or formality, on the Closing Date, for each $1.90 0.81 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b), Subscription Receipt Certificates shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a such Written Direction of the CorporationDirection, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d) Each Subscription Receipt issued hereunder will automatically entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special WarrantCommon Share and one-half of one Warrant upon satisfaction of the Release Conditions. (e) Each Subscription Receipt issued (i) to a U.S. Subscription Receiptholder, or (ii) to a purchaser of Subscription Receipts that is not a U.S. Subscription Receiptholder but that otherwise requires Subscription Receipts in certificated form (the “Certificated Subscribers”), will be Certificated Subscription Receipts and be evidenced in certificated form only and bear the applicable legends as set forth in Schedule "A" hereto. The Common Shares, Warrants and Warrant Shares issued on conversion of the Subscription Receipts pursuant to this Section 2.1(e) will be definitive, physical certificates registered in the names of the respective U.S. Subscription Receiptholder or Subscription Receipt Holder, as applicable, with a legend restricting their transfer under the applicable Canadian Applicable Legislation and U.S. federal and state securities laws, except in compliance with an exemption therefrom.

Appears in 1 contract

Samples: Subscription Receipt Agreement

Creation and Issue of Subscription Receipts. (a) An aggregate of up to 14,250,000 11,500,000 Subscription Receipts (which includes 1,500,000 Over- Allotment Subscription Receipts) entitling the holders thereof to be issued an aggregate of up to 11,500,000 Common Shares, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 1.00 for each Subscription Receipt. (b) One Subscription Receipt shall be issued, without any further act or formality, on the Closing Date, for each $1.90 1.00 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b), Subscription Receipt Certificates shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d) Each Subscription Receipt issued hereunder will entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special WarrantCommon Share.

Appears in 1 contract

Samples: Subscription Receipt Agreement

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Creation and Issue of Subscription Receipts. (a) An aggregate of up to 14,250,000 12,434,000 Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 0.75 for each Subscription Receipt. (b) One Subscription Receipt shall be issued, in certificated or uncertificated form, without any further act or formality, on the Closing Date, for each $1.90 0.75 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-non- assessable security of the Corporation. (c) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b), Subscription Receipt Certificates Receipts, in certificated or uncertificated form, shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a such Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts may be evidenced by the delivery of Subscription Receipt Certificates or, if uncertificated, a DRS Advice(s) to Registered Subscription Receiptholders and, for the registration of interests in Subscription Receipts held by the Depository Depository, may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d) Each Subscription Receipt issued hereunder will automatically entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special WarrantCommon Share and upon satisfaction of the Release Conditions. (e) Each Subscription Receipt issued (i) to a U.S. Subscription Receiptholder, if applicable, or

Appears in 1 contract

Samples: Subscription Receipt Agreement

Creation and Issue of Subscription Receipts. (a) An aggregate of up to 14,250,000 5,800,000 Subscription Receipts, Receipts on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 1.25 for each Subscription Receipt. (b) One Subscription Receipt shall be issued, in certificated or uncertificated form, without any further act or formality, on the Closing Date, Date for each $1.90 1.25 paid by the purchaser of the Subscription Receipt and received by the Corporation as payment therefor therefor, and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b), Subscription Receipt Certificates shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d) Each Subscription Receipt issued hereunder will entitle the holder thereof, upon the conversion exercise thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, or further action, to be issued one Special Unit (subject to adjustment as set out herein). Each Unit will be comprised of one Underlying Share and one-half of one Underlying Warrant.

Appears in 1 contract

Samples: Subscription Receipt Agreement

Creation and Issue of Subscription Receipts. (a) An aggregate of up to 14,250,000 5,411,764 Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 0.85 for each Subscription Receipt. (b) One Subscription Receipt shall be issued, without any further act or formality, on the Closing Date, for each $1.90 0.85 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b), Subscription Receipt Certificates Certificates, if requested, shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d) Each Subscription Receipt issued hereunder will entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special WarrantUnit, subject to certain adjustments, in the manner herein set forth.

Appears in 1 contract

Samples: Subscription Receipt Agreement

Creation and Issue of Subscription Receipts. (a1) An aggregate of up to 14,250,000 18,000,000 (including 3,000,000 if the Agents’ Option is exercised in full) Subscription Receipts, on the terms and subject to the conditions herein provided, are hereby created and authorized for issue at a price of $1.90 1.00 for each Subscription Receipt. The size of the Offering may be increased with the mutual consent of the Company and the Agents. (b2) One Subscription Receipt shall be issued, issued without any further act or formality, formality on the Closing Date, for each $1.90 1.00 received by the Corporation as payment therefor and each such Subscription Receipt shall be a fully paid and non-assessable security of the Corporation. (c3) Upon the issue of the Subscription Receipts in accordance with Section 2.1(b2.1(2), Subscription Receipt Certificates shall be executed by the Corporation and delivered to the Subscription Receipt Agent, certified by the Subscription Receipt Agent upon the Written Direction of the Corporation and delivered by the Subscription Receipt Agent to the Corporation or to the order of the Corporation pursuant to a Written Direction of the Corporation, without any further act of or formality on the part of the Corporation. Registration of interests in Subscription Receipts held by the Depository may be evidenced by a position appearing on the register for Subscription Receipts of the Subscription Receipt Agent for an amount representing the aggregate number of such Subscription Receipts outstanding from time to time. (d4) Each Subscription Receipt issued hereunder will entitle the holder thereof, upon the conversion thereof in accordance with the provisions of Article 4 hereof, and without payment of any additional consideration, to be issued one Special WarrantUnderlying Share (subject to adjustment as set out herein), which will immediately be exchanged for one Resulting Issuer Share in connection with the Amalgamation without any further action on the part of the Subscription Receiptholder and without payment of additional consideration.

Appears in 1 contract

Samples: Subscription Receipt Agreement (WonderFi Technologies Inc.)

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