Offer of Shares. Neither the Company nor anyone acting on its behalf has taken or will take any action that would subject the issuance and sale of the Shares to the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).
Offer of Shares. (a) On the Closing Date and pursuant to the Underwriting Agreement, each Underwriter shall contribute to the Trust cash in an amount equal to the Issue Price per Initial Share, multiplied by the number of Shares specified in the Underwriting Agreement to be purchased by such Underwriter at the Closing Date. In exchange for such Capital Contributions by the Underwriters, the Trust shall issue Shares to each Underwriter on whose behalf such Capital Contribution is made in an amount equal to the quotient obtained by dividing (i) the cash contribution to the Trust by or on behalf of such Underwriter by (ii) the Issue Price per Initial Share.
(b) Upon the exercise of the Over-Allotment Option and pursuant to the Underwriting Agreement, each Underwriter shall contribute to the Trust cash in an amount equal to the Issue Price per Initial Share, multiplied by the number of Shares specified in the Underwriting Agreement to be purchased by such Underwriter at such Option Closing Date. In exchange for such Capital Contributions by the Underwriters, the Trust shall issue Shares to each Underwriter on whose behalf such Capital Contribution is made in an amount equal to the quotient obtained by dividing (i) the cash contribution to the Trust by or on behalf of such Underwriter by (ii) the Issue Price per Initial Share.
Offer of Shares. Upon the authorization by you of the release of the Firm Shares, the several Underwriters propose to offer the Firm Shares for sale upon the terms and subject to the conditions and in the manner set forth in the Prospectus.
Offer of Shares. Neither Holdings nor any person authorized to act on behalf of Holdings has taken or will take any action that would subject the transactions contemplated by this Agreement to the registration requirements of the Securities Act and, subject to the accuracy of the Unit Purchaser’s representations in Article V of this Agreement, the offer and sale of the Securities as contemplated hereunder constitute transactions exempt from the registration and qualification requirements of the Securities Act and all applicable state securities laws.
Offer of Shares. The offer by the Company of the Shares is exempt from registration under the Securities Act.
Offer of Shares. The Pro-Rata Offer shall be made in accordance with the terms and conditions of the invitation and, the Underwrite shall underwrite the offer of the Underwritten Shares subject to Clause 3.
Offer of Shares. To: [Insert name of Participant or its Affiliated Shareholder] [Insert address of Participant or its Affiliated Shareholder] Date: [Insert date] Dear [Insert name] On behalf of the board of directors of Atlantic Lithium Limited ACN 127 215 132 (Company) I am pleased to offer you Options under the A11 Employee and Executive Share Option Loan Plan (Plan). A copy of the Plan is enclosed. Please read the Plan carefully. Any capitalised terms not defined in this letter (Offer) have the meaning given in the Plan. The terms of issue which apply to the Options are as follows:
Offer of Shares. The Company has been advised by you that you propose to make an offering of the Shares on the terms and subject to the conditions and in the manner set forth in the Prospectus.
Offer of Shares. Neither the Trust nor anyone acting on their behalf has taken or will take any action that would subject the issuance and sale of the Shares to the registration requirements of the Securities Act of 1933, as amended (the "Securities Act").
Offer of Shares. Procedures for Creation and Issuance of Creation Baskets to Persons Other than Participants 14 SECTION 3.3 Offer of Shares; Procedures for Creation and Issuance of Creation Baskets 14 SECTION 3.4 Book-Entry System 16 SECTION 3.5 Assets of the Trust 16 SECTION 3.6 Liabilities of the Trust 16 SECTION 3.7 Distributions 16 SECTION 3.8 Voting Rights 16 SECTION 3.9 Equality 17 TRANSFERS OF SHARES 17 SECTION 4.1 General Prohibition 17 SECTION 4.2 Restricted Securities 17 SECTION 4.3 Transfer of Shares Generally 17 REDEMPTIONS 17 SECTION 5.1 Unavailability of Redemption Program 17 SECTION 5.2 Redemption of Redemption Baskets 18 SECTION 5.3 Other Redemption Procedures 19 THE SPONSOR 19 SECTION 6.1 Management of the Trust 19 SECTION 6.2 Authority of Sponsor 19 SECTION 6.3 Obligations of the Sponsor 21 SECTION 6.4 General Prohibitions 23 SECTION 6.5 Liability of Covered Persons 24 SECTION 6.6 Fiduciary Duty 24 SECTION 6.7 Indemnification of the Sponsor 25 SECTION 6.8 Expenses and Limitations Thereon 26 SECTION 6.9 Voluntary Withdrawal of the Sponsor 28 SECTION 6.10 Litigation 29 SECTION 6.11 Bankruptcy; Merger of the Sponsor 29 THE SHAREHOLDERS 29
