Issuance and Subscription. (a) In connection with the Subscription Agreement and in consideration of the Purchase Price to be paid by Investor set forth in the Subscription Agreement, FEAC (or after the Assumption, Newco) agrees to issue and sell and Investor agrees to subscribe for and purchase, on the Closing Date following the Can Merger Sub Share Sale and contingent upon the completion of each element of the Transactions (as defined in the Subscription Agreement) (other than those Transactions that are scheduled to be completed following the Amalgamation Closing), including the substantially concurrent occurrence of the Amalgamation Closing, an additional [•] Ordinary Shares (or after the Assumption, Newco Common Shares, the “Additional Shares”) and [•] FEAC warrants (which shall be on terms substantially similar to the terms of the FEAC Public Warrants, the “FEAC PIPE Warrants”) or after the Assumption, warrants of Newco (which shall be on terms substantially similar to the FEAC PIPE Warrants, as adjusted for a Canadian public company, the “Newco Warrants” and, together with the Additional Shares, the “Additional Securities”), in each case on the terms and subject to the conditions set forth in the Subscription Agreement and this Agreement, resulting in an aggregate amount of [•] Ordinary Shares (or after the Assumption, Newco Common Shares) and [•] FEAC PIPE Warrants (or after the Assumption, Newco Warrants) to be issued and sold by FEAC (or after the Assumption, Newco) to Investor in consideration of the Purchase Price to be paid by Investor.
Issuance and Subscription. On the terms of this Agreement and subject to the satisfaction (or, to the extent permitted by applicable Law, waiver by the party entitled to the benefit thereof) of the conditions set forth in Article VI, at the Closing:
Issuance and Subscription. 4.1. In consideration of the FEAC Shareholder’s performance of its obligations described herein, FEAC (or after the Assumption, Newco) agrees to issue and sell and the FEAC Shareholder agrees to subscribe for, on the Closing Date following the Can Merger Sub Share Sale and contingent upon the completion of each element of the Transactions (other than those Transactions that are scheduled to be completed following the Amalgamation Closing), including the substantially concurrent occurrence of the Amalgamation Closing, an additional [•] FEAC Class A Shares (or after the Assumption, Newco Shares, the “Additional Shares”) and [•] FEAC warrants (which shall be on terms substantially similar to the terms of the FEAC Public Warrants, the “FEAC PIPE Warrants”) or after the Assumption, warrants of Newco (which shall be on terms substantially similar to the FEAC PIPE Warrants, as adjusted for a Canadian public company, the “Newco Warrants” and, together with the Additional Shares, the “Additional Securities”), in each case on the terms and subject to the conditions set forth in this Agreement. Each of the Parties hereto acknowledges and agrees that the Additional Securities will be issued in accordance with the terms of this Agreement and pursuant to the Plan of Arrangement.
Issuance and Subscription. Subject to the terms and conditions hereof, the Company agrees to issue to the Investor, and the Investor agrees to subscribe for 75,000,000 Shares at a subscription price of US$1.899 per share (representing the average closing sale price of the Shares during the twenty consecutive trading day period immediately preceding the date hereof) for an aggregate amount of US$142,425,000 (the “Subscription Sum”). The Shares issued by the Company and subscribed for by the Investor pursuant to this Agreement are referred to as the “Subscription Shares”.
Issuance and Subscription. (a) On the terms of this Agreement and subject to the satisfaction (or, to the extent permitted by applicable Law, waiver by the party entitled to the benefit thereof) of the conditions set forth in Article VI, at the Closing, each Investor shall subscribe for and purchase from the Company, and the Company shall issue and sell to such Investor, such Investor’s Applicable Subscribed Shares for an aggregate subscription equal to such Investor’s Applicable Subscription Price, which for the avoidance of doubt shall in all cases represent a subscription price per Subscribed Share equal to US$0.8125 (the “Per Share Subscription Price”).
Issuance and Subscription. 1.1 Subject to the stipulations of this Contract, the Issuer promises to issue and the Initial Subscriber promises to subscribe to and to pay for on July 13, 2005 (the “SETTLEMENT DATE”) 5000 Bonds, bearing interest from the Settlement Date, at a price (the “SUBSCRIPTION PRICE”) equivalent to (a) 100 per cent of the total value of the Bonds, or E10,000 per bond (the “ISSUE PRICE”) less (b) the commissions cited in Article 3 that may be deducted from the funds paid for the Bonds subscribed.
Issuance and Subscription. 4.1 In consideration of the Pyrophyte Shareholder’s performance of its obligations described herein, Pyrophyte agrees to issue and sell and the Pyrophyte Shareholder agrees to subscribe for, immediately prior to the Domestication, an additional 58,570 Pyrophyte Class A Shares (the “Additional Shares”), on the terms and subject to the conditions set forth in this Agreement. Each of the Parties hereto acknowledges and agrees that the Additional Shares will be issued in accordance with the terms of this Agreement.
Issuance and Subscription. Subject to all the terms and conditions of ------------------------- this Agreement and in reliance on the representations and warranties hereafter set forth, at the closing described below (the "Closing"), (i) each Company and the Shareholders agree to issue the Shares and the Investor agrees to subscribe and pay a total subscription amount for the Shares of $32,703,000.00 Mex. Cy., which Shares, when issued, shall represent approximately 90% of the capital stock of Greenver and approximately 93% of the capital stock of Invernaderos, both on a fully diluted basis, and (ii) Investor agrees to issue the Investor's Shares and to cause each Company to issue 1.80% of the Shares of Invernaderos and 2.62% of the Shares of Greenver (together, the "CGH Shares"), and CGH agrees to subscribe for and pay a total subscription amount for the Investor's Share and the CGH Shares of US$4,000,000, which Investor's Shares, when issued, shall represent 25% of the capital stock of Investors.
Issuance and Subscription. Upon the terms and subject to the conditions of this Agreement, the Company agrees to issue and sell to each Investor, and each Investor agrees to purchase from the Company and subscribe for a number of Series A Shares (such Investor’s “Purchased Shares”) equal to (x) the number of outstanding Ordinary Shares as of the Closing Date immediately prior to the consummation of the Subscription and the Carlyle Loan Conversion, calculated on a Fully-Diluted basis, multiplied by (y) a ratio, the numerator of which is equal to its Purchase Price, and the denominator of which is equal to (i) RMB770,000,000 minus (ii) the RMB equivalent of US$10,000,000 calculated with the spot exchange rate between US dollars and RMB as quoted by the People’s Bank of China on the Closing Date minus (iii) the Existing Carlyle Loan Conversion Amount. Each Investor shall pay, as provided in Section 2.02, the amount set forth opposite its the name in Schedule 1.01 in exchange for its Purchased Shares.
Issuance and Subscription. Subject to the terms and conditions of this Agreement, at the Closing (as defined below), each Investor severally and not jointly agrees to subscribe for and purchase, and the Company agrees to allot and issue to each Investor, the number of Series A Preferred Shares identified on Schedule 2.01 under the heading “Total Subscription Shares” (collectively, the “Subscription Shares” and, in respect of each Investor, such Investor’s “Subscription Shares”) across from such Investor’s name.
