Common use of New Shares Clause in Contracts

New Shares. In the event that prior to the Closing (i) any SPAC Shares or other securities are issued or otherwise distributed to Sponsor pursuant to any stock dividend or distribution, or any change in any of the SPAC Shares or other share capital of SPAC by reason of any stock split-up, recapitalization, combination, exchange of shares or the like, (ii) Sponsor acquires legal or beneficial ownership of any SPAC Shares after the date of this Agreement, including upon exercise of options, settlement of restricted share units or capitalization of working capital loans or (iii) Sponsor acquires the right to vote or share in the voting of any SPAC Share after the date of this Agreement (collectively, the “New Securities”), the terms “Subject Shares” shall be deemed to refer to and include such New Securities (including all such stock dividends and distributions and any securities into which or for which any or all of the Subject Shares may be changed or exchanged into).

Appears in 4 contracts

Samples: Merger Agreement (Silver Crest Acquisition Corp), Merger Agreement (Silver Crest Acquisition Corp), Voting and Support Agreement (TH International LTD)

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New Shares. In the event that prior to the Acquisition Closing (i) any SPAC Company Shares or other securities are issued or otherwise distributed to Sponsor a Shareholder pursuant to any stock dividend or distribution, or any change in any of the SPAC Ordinary Shares, Preferred Shares or other share capital of SPAC the Company by reason of any stock split-up, recapitalization, combination, exchange of shares or the like, (ii) Sponsor a Shareholder acquires legal or beneficial ownership of any SPAC Company Shares after the date of this Agreement, including upon exercise of options, options or settlement of restricted share units or capitalization of working capital loans RSUs or (iii) Sponsor a Shareholder acquires the right to vote or share in the voting of any SPAC Company Share after the date of this Agreement (collectively, together the “New Securities”), the terms “Subject Shares” shall be deemed to refer to and include such New Securities (including all such stock dividends and distributions and any securities into which or for which any or all of the Subject Shares may be changed or exchanged into).

Appears in 4 contracts

Samples: Voting and Support Agreement (Altimeter Growth Corp.), Voting, Support and Lock Up Agreement (Altimeter Growth Corp.), Voting, Support and Lock Up Agreement (Altimeter Growth Corp.)

New Shares. In the event that prior to the Closing (i) any SPAC Company Shares or other securities of the Company are issued or otherwise distributed to Sponsor a Company Shareholder pursuant to any stock share dividend or distribution, or any change in any of the SPAC Company Ordinary Shares, Company Preferred Shares or other share capital of SPAC the Company by reason of any stock splitshare sub-updivision, recapitalization, combinationconsolidation, exchange of shares or the like, (ii) Sponsor a Company Shareholder acquires legal or beneficial ownership of any SPAC Company Shares after the date of this AgreementDeed, including upon exercise of options, settlement of restricted share units or capitalization of working capital loans or (iii) Sponsor a Company Shareholder acquires the right to vote or share in the voting of any SPAC Company Share after the date of this Agreement Deed (collectively, together the “New Securities”), the terms “Subject Shares” Shares of such Company Shareholder shall be deemed to refer to and include such New Securities (including all such stock share dividends and distributions and any securities into which or for which any or all of the Subject Shares may be changed or exchanged into).

Appears in 3 contracts

Samples: Shareholder Support Deed (APRINOIA Therapeutics Holdings LTD), Shareholder Support Deed (Lanvin Group Holdings LTD), Shareholder Support Deed (Primavera Capital Acquisition Corp.)

New Shares. In the event that prior to the Closing Expiration Time (i) any SPAC Shares or other equity securities of the Company are issued or otherwise distributed to Sponsor a Requisite Shareholder pursuant to any stock share dividend or distribution, or any change in any of the SPAC Subject Shares or other share capital of SPAC the Company by reason of any stock split-upshare subdivision, recapitalization, combinationconsolidation, exchange of shares or the like, (ii) Sponsor a Requisite Shareholder acquires legal or beneficial ownership of any SPAC Company Shares after the date of this Agreement, including upon exercise of options, settlement of restricted share units or capitalization of working capital loans or (iii) Sponsor a Requisite Shareholder acquires the right to vote or share in the voting of any SPAC Share Company Shares after the date of this Agreement (collectively, the “New Securities”), the terms term “Subject Shares” shall be deemed to refer to and include such New Securities (including all such stock share dividends and distributions and any securities into which or for which any or all of the Subject Shares may be changed or exchanged into).

Appears in 2 contracts

Samples: Shareholder Support Agreement (Distoken Acquisition Corp), Company Shareholder Support Agreement (Bukit Jalil Global Acquisition 1 Ltd.)

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New Shares. In the event that prior to the Closing (i) any SPAC Company Shares or other securities are issued or otherwise distributed to Sponsor a Shareholder pursuant to any stock dividend or distribution, or any change in any of the SPAC Company Shares or other share capital of SPAC the Company by reason of any stock split-up, recapitalization, combination, exchange of shares or the like, (ii) Sponsor a Shareholder acquires legal or beneficial ownership of any SPAC Company Shares after the date of this Agreement, including upon exercise of options, options or settlement of restricted share units or capitalization of working capital loans or (iii) Sponsor a Shareholder acquires the right to vote or share in the voting of any SPAC Company Share after the date of this Agreement (collectively, the “New Securities”), the terms “Subject Shares” shall be deemed to refer to and include such New Securities (including all such stock dividends and distributions and any securities into which or for which any or all of the Subject Shares may be changed or exchanged into).

Appears in 1 contract

Samples: Business Combination Agreement (TradeUP Global Corp)

New Shares. In the event that prior to the Acquisition Closing (i) any SPAC Company Shares or other securities are issued or otherwise distributed to Sponsor a Shareholder pursuant to any stock dividend or distribution, or any change in any of the SPAC Company Shares or other share capital of SPAC the Company by reason of any stock split-up, recapitalization, combination, exchange of shares or the like, (ii) Sponsor a Shareholder acquires legal or beneficial ownership of any SPAC Company Shares after the date of this Agreement, including upon exercise of options, options or settlement of restricted share units or capitalization of working capital loans or (iii) Sponsor a Shareholder acquires the right to vote or share in the voting of any SPAC Company Share after the date of this Agreement (collectively, the “New Securities”), the terms “Subject Shares” shall be deemed to refer to and include such New Securities (including all such stock dividends and distributions and any securities into which or for which any or all of the Subject Shares may be changed or exchanged into).

Appears in 1 contract

Samples: Voting Agreement (Far Peak Acquisition Corp)

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