AGP Shares definition

AGP Shares shall have the meaning set forth in Recital B.
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Examples of AGP Shares in a sentence

  • Xxxxxxxxxxxxx owns, beneficially and of record, and has good, valid, and marketable title to and the right to transfer to Purchaser, all of the AGP Shares, free and clear of any and all Encumbrances.

  • No Person other than Purchaser has any written or oral agreement, arrangement or understanding or option to or any right or privilege (whether by law, preemption, or contract) that is an agreement, arrangement, understanding, or option for the purchase or acquisition from Xxxxxxxxxxxxx of any AGP Shares.

  • All AGP Shares are validly issued and outstanding, fully paid, and non-assessable.

  • At the Closing, Xxxxxxxxxxxxx will convey ownership of the AGP Shares, free and clear of any and all Encumbrances.

  • The total number of issued AGP Shares as at the Latest Practicable Date was 886,347,812.

  • AGP ceased to be a subsidiary of SEA immediately after the Distribution in Specie (although SEA continues to hold 34,598 AGP Shares which were left undistributed due to fractional entitlements of Qualifying SEA Shareholders).

  • Among these AGP Shares, 13,792,397 were held by Mr. Lu Wing Chi and 5,237,854 were held by NYH Limited.

  • As at the Latest Practicable Date, AGP had 886,347,812 AGP Shares in issue.

  • Immediately following the SEA Distribution in Specie, Mr. Lu Wing Chi, executive director of the Company, will be deemed to have an indirect beneficial shareholding interest in 349,455,477 AGP Shares, representing approximately 39.43 per cent.

  • We noted from the “Letter from Ample Capital” that, the exchange ratio of 1 Consideration Share for every 4 AGP Shares (not taking into account the Cash Portion of the Offer) was determined by the Offeror based on the Offeror’s estimate of the fair market value per AGP Share and/or SEA Share following the Restructuring.

Related to AGP Shares

  • Co-op Shares Shares issued by private non-profit housing corporations.

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • LP Units means the non-voting limited partnership units in the capital of BEP, other than the Preferred Units, including any LP Units issued pursuant to the Redemption-Exchange Mechanism.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Newco Shares means the common shares in the capital of Newco;

  • ASA Shares has the meaning set forth in 2.4(a).

  • A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;

  • Amalco Shares means the common shares in the capital of Amalco;

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Company Shares means the common shares in the capital of the Company;

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Unit Shares means the Common Shares comprising part of the Units;

  • Fully Diluted Shares means the sum, without duplication, of (a) the number of shares of Common Stock issued and outstanding immediately prior to the Effective Time, (b) the number of shares of Preferred Stock that are issued and outstanding immediately prior to the Effective Time and (c) the number of shares of Common Stock underlying the Restricted Stock Units or any other equity or other convertible securities that are issued and outstanding immediately prior to the Effective Time.

  • Lock-Up Shares has the meaning set forth in Section 4.1.

  • Equity Shares means the Common Shares and any shares of any other class or series of the Corporation which may from time to time be authorized for issue if by their terms such shares confer on the holders thereof the right to participate in the distribution of assets upon the voluntary or involuntary liquidation, dissolution or winding up of the Corporation beyond a fixed sum or a fixed sum plus accrued dividends;

  • OP Units means units of limited partnership interest in the Operating Partnership.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • H Shares means the overseas-listed foreign invested shares in the share capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong Dollars;

  • Membership Units means the units into which the ownership interests of the Members in the Company are divided, including such Member’s Economic Interest and the right of such Member to any and all benefits to which such Member may be entitled as provided in this Agreement or under the Act, together with the obligation of such Member to comply with all of the provisions of this Agreement and of the Act.

  • Subco Shares means the common shares in the capital of Subco;

  • Acquired Shares has the meaning set forth in the Recitals.