Post-Effective Time Procedures. (a) Following the receipt of the Final Order and prior to the Effective Date, Rio Alto and SpinCo shall deliver or arrange to be delivered to the Depositary the Consideration, including certificates (or electronic deposit) representing the Rio Alto Shares and SpinCo Shares required to be issued to former Sulliden Shareholders in accordance with the provisions of Section 2.3 hereof, which shares shall be held by the Depositary as agent and nominee for such former Sulliden Shareholders for distribution to such former Sulliden Shareholders in accordance with the provisions of Article 2 hereof.
(b) An Eligible Holder whose Class A Shares are exchanged for the Consideration pursuant to the Arrangement shall be entitled to make a joint income tax election, pursuant to section 85 of the Tax Act (and any analogous provision of provincial income tax law) (a "Section 85 Election") with respect to the exchange by providing two signed copies of the necessary joint election forms to an appointed representative, as directed by Rio Alto, within 90 days after the Effective Date, duly completed with the details of the number of Class A Shares transferred and the applicable agreed amounts for the purposes of such joint elections. Rio Alto shall, within 90 days after receiving the completed joint election forms from an Eligible Holder, and subject to such joint election forms being correct and complete and in compliance with requirements imposed under the Tax Act (or applicable provincial income tax law), sign and return them to the Eligible Holder for filing with the CRA (or the applicable provincial tax authority). Neither Sulliden, Rio Alto nor any successor corporation shall be responsible for the proper completion of any joint election form nor, except for the obligation to sign and return duly completed joint election forms which are received within 90 days of the Effective Date, for any taxes, interest or penalties resulting from the failure of an Eligible Holder to properly complete or file such joint election forms in the form and manner and within the time prescribed by the Tax Act (or any applicable provincial legislation). In its sole discretion, Rio Alto or any successor corporation may choose to sign and return a joint election form received by it more than 90 days following the Effective Date, but will have no obligation to do so.
(c) Upon receipt of a Letter of Transmittal in which an Eligible Holder has indicated that the Eligible Holder intends to make a Se...
Post-Effective Time Procedures. (a) On or promptly after the Effective Date, Northgate shall issue and deliver or arrange to be delivered to the Depositary certificates representing the Northgate Shares required to be issued to Primero Shareholders in accordance with the provisions of subsection 3.1(a) hereof, such certificates shall be held by the Depositary as agent and nominee for such Primero Shareholders for distribution to such Primero Shareholders in accordance with the provisions of Article 5 hereof.
(b) Subject to the provisions of Article 5 hereof, Primero Shareholders shall be entitled to receive delivery of the certificates representing the Northgate Shares to which they are entitled pursuant to subsection 3.1(a)(i) hereof. Certificates representing former Primero Shares, other than those to which Article 4 applies, shall represent only the right to receive the Northgate Shares to which the former Primero Shareholder is entitled to receive pursuant to the Arrangement.
(c) Northgate shall, as soon as practicable following the later of the Effective Date and the date of deposit by a former Primero Shareholder of a duly completed Letter of Transmittal and the certificates representing such Primero Shares, either:
(i) forward or cause to be forwarded by first class mail (postage prepaid) to such former holder of Primero Shares at the address specified in the Letter of Transmittal; or
(ii) if requested by such former holder of Primero Shares in the Letter of Transmittal, make available or cause to be made available at the Depositary for pickup by such former holder of Primero Shares, certificates representing the number of Northgate Shares, issued to such former holder of Primero Shares under the Arrangement.
(d) After the Effective Time, the Primero Shares to which Article 4 herein applies shall be cancelled and the certificates representing the former Primero Shares shall represent only the right to receive the payment which the Dissenting Shareholders are entitled to receive pursuant to Article 4.
(e) After the Effective Time, Primero shall issue and deliver to Northgate a certificate representing the Primero Shares acquired by Northgate pursuant to subsection 3.1(a).
Post-Effective Time Procedures. (a) As soon as reasonably practicable following the Effective Time, the Resulting Issuer, shall deliver or arrange to be delivered to the Depository, if required such number of Resulting Issuer Proportionate Voting Shares and Resulting Issuer Subordinate Voting Shares in book-entry form or certificated form, as determined by the Resulting Issuer, required to be issued hereunder.
(b) Subject to the provisions of Article 5 hereof, and upon return of a properly completed and executed Letter of Transmittal, by a registered former Pubco Shareholder, together with certificates, or in the case of shares in book-entry form or uncertificated form, an “agent’s message”, representing Pubco Shares and such other documents as the Depository may require, the Depository shall deliver to former Pubco Shareholders, Resulting Issuer Proportionate Voting Shares or Resulting Issuer Subordinate Voting Shares, as the case may be, in book-entry form and in accordance with the provisions of this Plan of Arrangement and to which they are entitled.
Post-Effective Time Procedures. (a) Following the receipt of the Final Order and prior to the Effective Date, LBIX shall deliver or arrange to be delivered to the Depositary the Consideration, comprised of certificates representing the LBIX Shares required to be issued to Former Liquid Shareholders in accordance with the provisions of Section 3.1(a) hereof, which certificates shall be held by the Depositary as agent and nominee for such Former Liquid Shareholders for distribution to such Former Liquid Shareholders in accordance with the provisions of Article 5 hereof.
(b) Subject to the provisions of Article 5 hereof, and upon return of a properly completed Letter of Transmittal by a registered Former Liquid Shareholder together with certificates, if any, which, immediately prior to the Effective Time represented Liquid Shares and such other documents as the Depositary may require, Former Liquid Shareholders shall be entitled to receive delivery of the certificates representing the LBIX Shares to which they are entitled pursuant to Section 3.1(a) hereof.
Post-Effective Time Procedures. Subject to the provisions of Article 5, and upon return of a properly completed Letter of Transmittal by a registered Xxxxxxxx Shareholder together with, as applicable, certificates or a direct registration statement (DRS) advice (a "DRS Advice") representing Xxxxxxxx Shares and such other documents as the Depositary may reasonably require, Xxxxxxxx Shareholders shall be entitled to receive delivery of certificates or a DRS Advice representing the Consideration Shares to which they are entitled pursuant to Section 3.1(b). All calculations and determinations by Agnico, Xxxxxxxx or the Depositary, as applicable, for the purposes of this Plan of Arrangement shall be conclusive, final and binding.
Post-Effective Time Procedures. Following the receipt of the Final Order and no later than one (1) Business Day before the Effective Date, Tartisan shall deliver or arrange to be delivered to the Depositary certificates representing the requisite Tartisan Shares required to be issued to Former Canadian Arrow Shareholders in accordance with the provisions of Section 3.1, which certificates shall be held by the Depositary as agent and nominee for Former Canadian Arrow Shareholders for distribution to such Former Canadian Arrow Shareholders in accordance with the provisions of Article 5.
Post-Effective Time Procedures. (a) Following receipt of the Final Order and prior to the Effective Date, First Majestic shall deliver or arrange to be delivered to the Depositary the Consideration, including certificates representing the First Majestic Shares in accordance with Section 2.3 hereof, which certificates shall be held by the Depositary as agent and nominee for the former Primero Shareholders for distribution to the former Primero Shareholders in accordance with the provisions of Article 4 hereof.
(b) Subject to the provisions of Article 4 hereof, and upon return of a properly completed Letter of Transmittal by a registered former Primero Shareholder together with certificates, if any, which, immediately prior to the Effective Date, represented Primero Shares and such other documents as the Depositary may require, former Primero Shareholders shall be entitled to receive delivery of the certificates representing the First Majestic Shares and cheques representing the cash to which they are entitled pursuant to Section 2.3(a).
Post-Effective Time Procedures. (a) Following the receipt of the Final Order and prior to the Effective Date, Nevada Holdco shall deliver or arrange to be delivered to the Depository such number of Resulting Issuer Compressed Shares and Resulting Issuer Common Shares in certificated or book-entry form required to be issued.
(b) Subject to the provisions of Article 5 hereof, and upon return of a properly completed Nevada Holdco Letter of Transmittal, or SVT Letter of Transmittal by a registered former Nevada Holdco Shareholder, SVT Shareholder, or Fxxxx Shareholder, as the case may be, together with certificates, subscription receipts, or in the case of SVT Shares in book-entry form or uncertificated form, an “agent’s message”, representing SVT Shares and such other documents as the Depository may require, the Depositary shall deliver to former Nevada Holdco Shareholders, former SVT Shareholders, and former Fxxxx Shareholder, as applicable, Resulting Issuer Compressed Shares or Resulting Issuer Common Shares, as the case may be, in certificated or book-entry form to which they are entitled.
Post-Effective Time Procedures. (a) Following the receipt of the Final Order and prior to the Effective Date, the Resulting Issuer shall deliver or arrange to be delivered to the Depository such number of Resulting Issuer Proportionate Voting Shares, Resulting Issuer Subordinate Voting Shares and Resulting Issuer Multiple Voting Shares in certificated or book-entry form required to be issued.
(b) Subject to the provisions of Article 5 hereof, and upon return of a properly completed and executed Nevada Holdco Letter of Transmittal or Cannex Letter of Transmittal, if applicable, by a registered former Nevada Holdco Shareholder or Cannex Shareholder, as the case may be, together with certificates, or in the case of shares in book-entry form or uncertificated form, an “agent’s message”, representing Nevada Holdco Shares or Cannex Shares and such other documents as the Depository may require, the Depositary shall deliver to former Nevada Holdco Shareholders and former Cannex Shareholders, as applicable, Resulting Issuer Proportionate Voting Shares, Resulting Issuer Subordinate Voting Shares, or Resulting Issuer Multiple Voting Shares, as the case may be, in accordance with the provisions of this Plan of Arrangement, in certificated or book-entry form to which they are entitled.
Post-Effective Time Procedures. (a) On or promptly after the Effective Date, Biomira US shall deliver or arrange to be delivered to the Depositary certificates representing the Common Shares required to be issued to Former Biomira Shareholders in accordance with the provisions of Article 4 hereof.
(b) Upon receipt of a surrendered Biomira Preferred Share certificate by a holder thereof, Biomira US shall deliver or arrange to be delivered to such Former Biomira Shareholder a certificate representing the Preferred Shares required to be issued to such Former Biomira Shareholder in accordance with the provisions of Article 4 hereof.
(c) Subject to the provisions of Article 4 hereof, Former Biomira Shareholders shall be entitled to receive delivery of the certificates representing the Common Shares and Preferred Shares to which they are entitled pursuant to section 2.2 hereof.
