Amalgamation Effective Time definition

Amalgamation Effective Time means 12:01 a.m. on the Amalgamation Effective Date;
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Amalgamation Effective Time means the time when a wholly owned merger subsidiary of the Parent merges with and into the Company;
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Amalgamation Effective Time means the effective date of the Amalgamation as may be agreed by Amalgamation Sub, PubCo, Bridgetown 2 and PropertyGuru in writing and specified in writing in the Amalgamation Proposal (as defined in the Business Combination Agreement) and as set out in the notice of amalgamation issued by ACRA in respect of the Amalgamation;
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Examples of Amalgamation Effective Time in a sentence

  • Effective as of the Amalgamation Effective Time, the Warrants shall no longer be exercisable for Company Shares, but shall instead be exercisable (subject to the terms of the attached Annex A to this Agreement) for a number of PubCo Shares calculated based on the Exchange Ratio as set forth in the Business Combination Agreement.

  • Upon the Amalgamation Effective Time, after giving effect to the amendment provided in this Agreement, the Warrants shall entitle the Warrantholder to subscribe for and purchase 4,043,411 PubCo Shares, subject to adjustment from time to time after the Amalgamation Effective Time in accordance with Part 4 of Annex A.

  • Each of the parties hereto acknowledges and agrees that the effectiveness of this Agreement shall not occur until the Amalgamation Effective Time and that this Agreement shall not become effective, shall automatically be terminated and shall be null and void if the Business Combination Agreement shall be terminated for any reason prior to the Amalgamation Effective Time.

  • This Agreement may be amended in writing by the Parties at any time prior to the Company Amalgamation Effective Time.

  • Following the Amalgamation Effective Time, each share of Class B Common Stock shall be convertible into one (1) fully paid and nonassessable share of Class A Common Stock at the option of the holder thereof at any time upon written notice to the Corporation (an “Optional Class B Conversion Event”).

  • Immediately following the Domestication, each share of Class B Common Stock issued to the Sponsor in connection with the Domestication (and any other shares of Class B Common Stock issued and outstanding immediately prior to the Amalgamation Effective Time, if any) shall automatically convert into one (1) fully paid and nonassessable share of Class A Common Stock.

  • However, if a dissenting ASEP Shareholder fails to perfect or effectively withdraws such dissenting ASEP Shareholder’s Claim under the BCBCA or forfeits such dissenting ASEP Shareholder’s right to make a Claim under the BCBCA, or if such dissenting ASEP Shareholder’s rights as a ASEP Shareholder are otherwise reinstated, such ASEP Shareholder’s ASEP Shares will thereupon be deemed to have been exchanged for TCC SpinCo Shares as of the Amalgamation Effective Time as prescribed herein.

  • This Agreement (including, for avoidance of doubt, Annexes A and B hereto) may be amended (a) prior to the Amalgamation Effective Time, with the written consent of each of PubCo, the Company and the Warrantholder, and (b) after the Amalgamation Effective Time, with the written consent of PubCo and the Warrantholder.

  • For the avoidance of doubt, the Company shall not be released or discharged in respect of any and all of the Company’s rights and obligations under, pursuant to or in connection with the Company Warrant Instrument, Company Warrant Certificate and Warrants which have accrued up to but not including the Amalgamation Effective Time, whether in contract, tort or otherwise.

  • On and from the Amalgamation Effective Time, neither the Company, the Shareholders, nor any of their respective Affiliates or Subsidiaries shall have any further rights, duties, liabilities or obligations under any of the Existing Shareholder Agreements and the Company and each Shareholder (for and on behalf of its Affiliates and Subsidiaries) hereby releases in full any and all claims with respect thereto with effect on and from the Amalgamation Effective Time.


More Definitions of Amalgamation Effective Time

Amalgamation Effective Time shall have the meaning set forth in Section 2.03.
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Amalgamation Effective Time means 12:01 am (Vancouver time) on the Amalgamation Effective Date;
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Amalgamation Effective Time has the meaning specified in Section 1.8.
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Amalgamation Effective Time shall have the meaning given such term in the BCA.
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Related to Amalgamation Effective Time

  • Merger Effective Time means “Effective Time,” as that term is defined in the Merger Agreement.

  • First Effective Time has the meaning specified in Section 2.02.

  • Amalgamation Agreement means the Amalgamation Agreement dated as of June 26, 2020 among Cybin, Clarmin and Subco relating to the Amalgamation, as amended on October 21, 2020, a copy of which is available under the Company’s profile on the SEDAR website at www.sedar.com.

  • Distribution Effective Time has the meaning set forth in the Separation Agreement.

  • Merger has the meaning set forth in the Recitals.

  • Effective Time has the meaning set forth in Section 2.2.

  • Amalgamation means the amalgamation of the Amalgamating Corporations as contemplated in this Agreement;

  • Amalgamating Corporations means both of them;

  • Merger Date means the closing date of a Merger Event or, where a closing date cannot be determined under the local law applicable to such Merger Event, such other date as determined by the Calculation Agent.

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • Second Effective Time has the meaning specified in Section 2.02.

  • Surviving Corporation has the meaning set forth in Section 2.1.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Merger Effective Date means the date on which the Merger is consummated.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Certificate of Amalgamation means the certificate of amalgamation to be issued by the Director in respect of the Amalgamation;

  • Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Articles of Amalgamation means the articles of amalgamation giving effect to the Amalgamation required under the OBCA to be filed with the Director;

  • Fundamental Change Effective Date means the date on which any Fundamental Change becomes effective.

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.

  • Early Opt-in Effective Date means, with respect to any Early Opt-in Election, the sixth (6th) Business Day after the date notice of such Early Opt-in Election is provided to the Lenders, so long as the Administrative Agent has not received, by 5:00 p.m. (New York City time) on the fifth (5th) Business Day after the date notice of such Early Opt-in Election is provided to the Lenders, written notice of objection to such Early Opt-in Election from Lenders comprising the Required Lenders.

  • Cash Merger has the meaning set forth in Section 5.04(b)(ii).

  • Second Merger has the meaning set forth in the Recitals.

  • Reorganization Event has the meaning specified in Section 5.6(b).