Freely Tradeable Shares. The Parent Shares and the Exchangeable Shares to be issued pursuant to the Arrangement shall be registered or qualified for distribution, or exempt from or not subject to any requirement for registration or qualification for distribution, under Canadian Securities Laws, U.S. federal securities laws and the state securities of each U.S. state where holders entitled to receive such shares are located. Such securities shall not be “restricted securities” within the meaning of Rule 144 under the Securities Act, as amended, and shall not be subject to any “hold period” resale restrictions under National Instrument 45-102 – Resale of Securities of the Canadian Securities Administrators.
Freely Tradeable Shares. The Parent Common Stock to be issued as the Merger Consideration shall be registered or qualified for distribution, or exempt from or not subject to any requirement for registration or qualification for distribution, under Canadian Securities Laws, U.S. federal securities laws and the state securities laws of each U.S. state where holders entitled to receive such shares are located. Such securities will not be “restricted securities” within the meaning of Rule 144 under the Securities Act, and shall not be subject to any “hold period” resale restrictions under National Instrument 45-102 – Resale of Securities of the Canadian Securities Regulatory Authorities, provided the conditions in subsection 2.6(3) (paragraphs 2 through 5) thereof are satisfied in respect of any such trade.
Freely Tradeable Shares. The Shares issued hereunder are freely tradeable without restrictions as to timing or amount or otherwise and are unlegended (except as respects Delaware law concerning preferred stock).
Freely Tradeable Shares. The Parent Shares and the Exchangeable Shares to be issued pursuant to the Arrangement shall be registered or qualified for distribution, or exempt from or not subject to any requirement for registration or qualification for distribution, under Canadian Securities Laws and the Securities Act. Such securities shall not be “restricted securities” within the meaning of Rule 144 under the Securities Act, as amended, and shall not be subject to any “hold period” resale restrictions under National Instrument 45-102 – Resale of Securities of the Canadian Securities Administrators. The representations, warranties and covenants of Purchaser and Parent set forth in this Section 2.2 shall survive until the termination of this Agreement pursuant to Article IV.
Freely Tradeable Shares. The Shares will be free-trading, and freely transferable, and will not contain a legend restricting the resale or transferability of the Shares provided that the Shares are being sold pursuant to an effective registration statement covering the Shares or are otherwise exempt from registration.
Freely Tradeable Shares. The Exchange Securities shall upon issuance be Freely Tradeable.
Freely Tradeable Shares. The Parent Shares to be issued pursuant to the Arrangement shall be registered or qualified for distribution, or exempt from or not subject to any requirement for registration or qualification for distribution, under Securities Laws and U.S. Securities Laws.
Freely Tradeable Shares. The Agnico Share Consideration to be issued pursuant to the Arrangement shall be registered or qualified for distribution, or exempt from or not subject to any requirement for registration or qualification for distribution, under Canadian Securities Laws, U.S. federal securities laws and the state securities Laws of each U.S. state where holders entitled to receive such shares are located. Such securities shall not be “restricted securities” within the meaning of Rule 144 under the U.S. Securities Act, and shall not be subject to any “hold period” resale restrictions under National Instrument 45-102 – Resale of Securities of the Canadian Securities Authorities.
Freely Tradeable Shares. The Consideration Shares to be issued pursuant to the Arrangement shall be registered or qualified for distribution, or exempt from or not subject to any requirement for registration or qualification for distribution, under Canadian Securities Laws, U.S. federal securities laws and the state securities of each U.S. state where holders entitled to receive such shares are located. Such securities shall not be “restricted securities” within the meaning of Rule 144 under the U.S. Securities Act, and shall not be subject to any “hold period” resale restrictions under National Instrument 45-102 - Resale of Securities of the Canadian Securities Authorities. (jj) Investment Canada Act. Gold Fields is a WTO investor within the meaning of the Investment Canada Act and is not a state-owned enterprise within the meaning of the Investment Canada Act.
Freely Tradeable Shares. The Buyer shares to be issued pursuant to the Offer shall be freely tradeable at the time of issue of such shares. If the Proposed Transaction is implemented as an Arrangement: Offer Price: $13.50 for each Unit.
