Additional Exchangeable Shares definition
Examples of Additional Exchangeable Shares in a sentence
As of the Closing Time or if applicable, as of the Over-Allotment Option Closing Time in the case of the Additional Exchangeable Shares, the Exchangeable Shares and if applicable, the Additional Exchangeable Shares (and any securities issuable upon the conversion or exchange thereof, including the Units), will be conditionally approved for listing on the TSX and the NYSE subject to the satisfaction of the usual conditions imposed by the TSX and the NYSE.
Such delivery shall also constitute the consent of BEPC and the Partnership to the use of the Supplemented Canadian Prospectus by the Underwriters in connection with the distribution of the Exchangeable Shares and the Additional Exchangeable Shares in the Qualifying Jurisdictions in compliance with this Agreement and Applicable Securities Laws.
The respective purchase obligations of the Underwriters with respect to the Exchangeable Shares and the Additional Exchangeable Shares, if any, shall be rounded among the Underwriters to avoid fractional shares, as the Representatives may determine.
If any Additional Exchangeable Shares are purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Additional Exchangeable Shares (subject to such adjustments to eliminate fractional Exchangeable Shares as the Underwriters may determine) that bears the same proportion to the total number of Additional Exchangeable Shares to be purchased as the number of Exchangeable Shares being purchased by such Underwriter bears to the total number of Exchangeable Shares purchased.
In addition, nothing contained in Sections 19.2 or 19.3, shall relieve from responsibility to BEPC and the Partnership any one of the Underwriters who shall default in its obligation to purchase its respective percentage of the Exchangeable Shares or the Additional Exchangeable Shares, if any.
Such delivery shall also constitute the consent of BEPC and the Partnership to the use of the Disclosure Package and the U.S. Prospectus by each of the Underwriters in connection with the distribution of the Exchangeable Shares and the Additional Exchangeable Shares, if any.
The relative benefits received by BEPC and the Partnership, on the one hand, and the Underwriters, on the other hand, shall be deemed to be in the same ratio as the total proceeds from the offering of the Exchangeable Shares and Additional Exchangeable Shares, if any (net of the Underwriting Fee payable to the Underwriters but before deducting expenses), received by BEPC is to the Underwriting Fee received by the Underwriters.
Additional Exchangeable Shares may be purchased solely for the purpose of covering over-allotments made in connection with the Offering, if any, and for market stabilization purposes.
No stamp, issue, registration, documentary, transfer or other similar taxes and duties, including interest and penalties, are payable in Bermuda or Canada on or in connection with the issuance of the Units by the Partnership upon the exchange, redemption or acquisition of the Exchangeable Shares and the Additional Exchangeable Shares, if any, or in connection with the execution and delivery of this Agreement.
The Underwriting Fee payable by the Partnership to the Underwriters pursuant to the Over-Allotment Option shall be calculated based on all of the Additional Exchangeable Shares purchased hereunder.