Examples of Acquiror Common Shares in a sentence
Such Sponsor’s Acquiror Common Shares and Acquiror Warrants are the only equity securities in Acquiror owned of record or beneficially by such Sponsor on the date of this Sponsor Agreement, and none of such Sponsor’s Acquiror Common Shares or Acquiror Warrants are subject to any proxy, voting trust or other agreement or arrangement with respect to the voting of such Acquiror Common Shares or Acquiror Warrants, except as provided hereunder and under the Voting Letter Agreement.
For so long as Target Parent owns five percent (5%) or more of the outstanding Acquiror Common Shares, Acquiror shall cause its management to recommend to the Board of Supervisory Directors and the Board of Supervisory Directors shall, to the fullest extent permitted by the laws of The Netherlands, agree to include one individual designated by Target Parent in the slate of Supervisory Directors submitted to the stockholders of Acquiror for election, which individual initially shall be J.
Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to Acquiror, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to Acquiror for payment of their claim for Merger Consideration, any cash in lieu of fractional Acquiror Common Shares and any dividends or distributions with respect to Acquiror Common Shares.
Acquiror has reserved for issuance under a stock option plan or plans of Acquiror a sufficient number of Acquiror Common Shares to cover the exercise of the Options and Warrants to be assumed by Acquiror in accordance with Section 4.1(d).
None of Acquiror, Target, Target Parent, Sub or the Exchange Agent shall be liable to any person in respect of any Acquiror Common Shares (or dividends or distributions with respect thereto) or cash from the Exchange Fund in each case delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
If, during the period Target Parent owns five percent or more of the outstanding Acquiror Common Shares, it does not have a representative on the Board of Supervisory Directors, then Target Parent shall be entitled to designate one person, subject to the approval of Acquiror, which shall not be unreasonably withheld, to attend all meetings of the Board of Supervisory Directors of Acquiror as an observer.
The Acquiror Common Shares issued pursuant to the Merger will, when issued, be registered under the Securities Act and the Exchange Act and registered or exempt from registration under any applicable state securities laws and will, when issued, be listed on the NYSE, subject to official notice of issuance.
None of Target, Target Parent, nor any of their Subsidiaries own any Acquiror Common Shares or other securities convertible into Acquiror Common Shares.
Such Acquiror Common Shares will, when issued, be registered under the Exchange Act and the issuance thereof in the Share Exchanges will be exempt from registration under the Securities Act, and any applicable state securities laws and will, when issued, be listed on the NYSE, subject to official notice of issuance.
Subject to the terms and conditions contained herein, the issuance of Acquiror Common Shares in connection with the Merger (the "Share Issuance") shall be submitted for approval to the holders of Acquiror Common Shares to the extent required by the rules and regulations of the NYSE.