Common use of Reclassification of Common Shares; Consolidation; Amalgamation; Merger Clause in Contracts

Reclassification of Common Shares; Consolidation; Amalgamation; Merger. If at any time prior to the Time of Expiry there shall occur: (i) a reclassification or redesignation of the Common Shares, a change of the Common Shares into other shares or securities or any other capital reorganization involving the Common Shares other than a Common Share Reorganization; (ii) an arrangement, amalgamation, merger or other form of business combination of the Company with or into another body corporate which results in a reclassification or redesignation of the Common Shares or a change or exchange of the Common Shares into other shares or securities; or (iii) the transfer, sale or conveyance of the undertaking or assets of the Company as an entirety or substantially as an entirety to another corporation or entity, (any of such events being called a “Capital Reorganization”), after the effective date of the Capital Reorganization the Warrantholder shall be entitled to receive, and shall accept, for the same aggregate consideration, upon exercise of the Warrants, in lieu of the number of Common Shares to which the Warrantholder was theretofore entitled upon the exercise of the Warrants, aggregate number of shares and other securities or property resulting from the Capital Reorganization which the Warrantholder would have been entitled to receive as a result of the Capital Reorganization if, on the effective date thereof, the Warrantholder had been the registered holder of the number of Common Shares which the Warrantholder was theretofore entitled to purchase or receive upon the exercise of the Warrants. If necessary, as a result of any such Capital Reorganization, appropriate adjustments shall be made in the application of the provisions of this Indenture with respect to the rights and interests thereafter of the Warrantholder to the end that the provisions shall thereafter correspondingly be made applicable as nearly as may reasonably be possible in relation to any shares or other securities or property thereafter deliverable upon the exercise of any Warrant. Any such adjustment shall be made by and set forth in an indenture supplemental hereto approved by the directors and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 2 contracts

Samples: Warrant Indenture (Alderon Iron Ore Corp.), Warrant Indenture (Quaterra Resources Inc)

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Reclassification of Common Shares; Consolidation; Amalgamation; Merger. If at any time after the Effective Date but prior to the Time of Expiry Date there shall occur: (i) a reclassification or redesignation of the Common Shares, a any change of the Common Shares into other shares or securities or any other capital reorganization involving the Common Shares other than a Common Share Reorganization; (ii) an arrangementa consolidation, amalgamation, amalgamation or merger or other form of business combination of the Company Corporation with or into another body corporate which results in a reclassification or redesignation of the Common Shares or a change or exchange of the Common Shares into other shares or securities; or; (iii) the transfer, sale or conveyance transfer of the undertaking or assets of the Company Corporation as an entirety or substantially as an entirety to another corporation or entity, ; (any of such events being called a "Capital Reorganization"), after the effective date of the Capital Reorganization the Warrantholder shall be entitled to receive, and shall accept, for the same aggregate consideration, upon exercise of the Warrants, in lieu of the number of Common Shares to which the Warrantholder was theretofore theretofor entitled upon the exercise of the Warrants, the kind and aggregate number of shares and other securities or property resulting from the Capital Reorganization which the Warrantholder would have been entitled to receive as a result of the Capital Reorganization if, on the effective date thereof, the Warrantholder had been the registered holder of the number of Common Shares which the Warrantholder Warrantholders was theretofore entitled to purchase or receive upon the exercise of the Warrants. If necessary, as a result of any such Capital Reorganization, appropriate adjustments shall be made in the application of the provisions of this Warrant Indenture with respect to the rights and interests thereafter of the Warrantholder to the end that the provisions shall thereafter correspondingly be made applicable as nearly as may reasonably be possible in relation to any shares or other securities or property thereafter deliverable upon the exercise of any Warrantthe Warrants. Any such adjustment adjustments shall be made by and set forth in an indenture supplemental hereto approved by action by the directors Directors and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Share Exchange Agreement (Breakwater Resources LTD)

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Reclassification of Common Shares; Consolidation; Amalgamation; Merger. If Subject to sections 11.3 and 11.4, if at any time after the Effective Date but prior to the Time of Expiry Date there shall occur: (i) a reclassification or redesignation of the Common Shares, a change of the Common Shares into other shares or securities or any other capital reorganization involving the Common Shares other than a Common Share Reorganization; (ii) an a consolidation, arrangement, amalgamation, merger amalgamation or other form of business combination of the Company Corporation with or into another body corporate which results in a reclassification or redesignation of the Common Shares or a change or exchange of the Common Shares into other shares or securities; or (iii) the transfer, sale sale, lease or conveyance exchange of the undertaking or assets of the Company Corporation as an entirety or substantially as an entirety to another corporation or entity, ; (any of such events being called a “Capital Reorganization”), after the effective date of the Capital Reorganization the Warrantholder shall be entitled to receive, and shall accept, for the same aggregate consideration, upon exercise of the Warrants, in lieu of the number of Common Shares to which the Warrantholder was theretofore entitled upon the exercise of the Warrants, the kind and aggregate number of shares and other securities or property resulting from the Capital Reorganization which the Warrantholder would have been entitled to receive as a result of the Capital Reorganization if, on the effective date thereof, the Warrantholder had been the registered holder of the number of Common Shares which the Warrantholder was theretofore entitled to purchase or receive upon the exercise of the Warrants. If necessary, as a result of any such Capital Reorganization, appropriate adjustments shall be made in the application of the provisions of this Warrant Indenture with respect to the rights and interests thereafter of the Warrantholder to the end that the provisions shall thereafter correspondingly be made applicable as nearly as may reasonably be possible in relation to any shares or other securities or property thereafter deliverable upon the exercise of any Warrantthe Warrants. Any such adjustment adjustments shall be made by and set forth in an indenture supplemental hereto approved by action by the directors Directors and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Warrant Indenture

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