Atlas Shares definition

Atlas Shares means (a) at all times prior to the Effective Time, collectively, the Atlas Class A Shares and the Atlas Class B Shares and (b) at or at all times at or after the Effective Time, the Atlas New Class A Shares and the Atlas New Class B Shares. Any reference to Atlas Shares in this Agreement or any Ancillary Document shall be deemed to refer to clause (a) and/or clause (b) of this definition, as the context so requires.
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Atlas Shares means the Common Stock, $0.0001 par value per share, of Atlas; (d) "Closing" means the completion, on the Effective Date, of the transactions contemplated hereby in accordance with Article 9 hereof; (e) "Effective Time" means the date of the filing of an appropriate Certificate of Merger in the form required by the State of Delaware, which provide that the Merger shall become effective upon such filings; (f) "General Corporation Law" means the General Corporation Law of the State of Delaware; (g) "Merger" means the merger, at the Effective Time, of Atlas and the Acquirer pursuant to this Agreement and Plan of Merger; (h) "Surviving Company" means Atlas following the Merger with the Acquirer; and (i) "Quincy Shares" means the Common Stock, $0.0001 par value per share, of Quincy. Any other terms defined within the text of this Agreement will have the meanings so ascribed to them. Captions and Section Numbers 1.2 The headings and section references in this Agreement are for convenience of reference only and do not form a part of this Agreement and are not intended to interpret, define or limit the scope, extent or intent of this Agreement or any provision thereof. Section References and Schedules 1.3 Any reference to a particular "Article", "section", "paragraph", "clause" or other subdivision is to the particular Article, section, clause or other subdivision of this Agreement and any reference to a Schedule or Exhibit by letter will mean the appropriate Schedule or Exhibit attached to this Agreement and by such reference the appropriate Schedule or Exhibit is incorporated into and made part of this Agreement. The Schedules and Exhibits to this Agreement are as follows: Information concerning Atlas Schedule "A" Atlas Database Severability of Clauses 1.4 If any part of this Agreement is declared or held to be invalid for any reason, such invalidity will not affect the validity of the remainder which will continue in full force and effect and be construed as if this Agreement had been executed without the invalid portion, and it is hereby declared the intention of the parties that this Agreement would have been executed without reference to any portion which may, for any reason, be hereafter declared or held to be invalid.
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Atlas Shares means the 1,241,837,662 ordinary shares of N1.00 each in the issued share capital of Atlas held by Atlas Shareholders;
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Examples of Atlas Shares in a sentence

  • Except for the Atlas Shares and the Atlas Warrants set forth on Section 4.6(a) of the Atlas Disclosure Schedules (assuming that no Atlas Stockholder Redemptions are effected), and, immediately prior to Closing and before giving effect to the PIPE Financing, there shall be no other Equity Securities of Atlas issued and outstanding.

  • Redstone was incorporated in Western Australia on 19 April 2018 for the principal purpose of making this Offer and acquiring and holding Atlas Shares (including the Offer Shares).

  • Redstone is offering an all-cash consideration for your Atlas Shares.

  • The all-cash Offer of $0.042 per Atlas Share represents compelling value for Atlas Shareholders to realise certain value for their Atlas Shares at a fixed cash price.

  • That Atlas Shareholder is therefore capable of blocking compulsory acquisition if it chooses not to accept the Hancock Offer and does not otherwise dispose of its Atlas Shares.

  • In addition, once the Offer becomes unconditional, Redstone has committed to paying for your Atlas Shares within seven days of receipt of an effective acceptance (see section 8.3– "How to accept this Offer").

  • In lieu of fractional shares resulting from the above computations, the Company will make a cash payment equal to the value of such fractional shares based upon the closing price of the Atlas Shares on the New York Stock Exchange and of the Vista Shares on the American Stock Exchange two business days prior to the Closing (as hereinafter defined).

  • The low level of conditionality should provide Atlas Shareholders with a high level of certainty that they will be paid for their Atlas Shares following their acceptance of the Offer.

  • These announcements highlight the risks and uncertainties associated with owning Atlas Shares, whether directly (as Atlas Shareholders do currently) or indirectly.

  • In contrast, if you accept an alternative offer which provides you with listed shares in consideration for your Atlas Shares, the value of that consideration is uncertain and subject to variability, reflecting both the risks and uncertainties of the issuing entity, which will be compounded by the risks associated with the existing Atlas business, and the acquirer’s ability to successfully integrate and operate Atlas.


More Definitions of Atlas Shares

Atlas Shares means all of the shares in the capital of Atlas Aggregates Inc. held by the JMB Vendor, including without limitation 7,820,077 Class “A” Common Shares therein.
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Atlas Shares means the common shares in the capital of Atlas, as constituted from time to time.
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Related to Atlas Shares

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

  • Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

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

  • Coop Shares Shares issued by a Cooperative Corporation.

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

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

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

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

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

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

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • 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.

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

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Unit Shares has the meaning ascribed thereto in the first paragraph of this Agreement;

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

  • Membership Units means the limited liability company interests in the Company held by the Members, expressed as a number of units held by each Member and set forth opposite such Member's name on Schedule I attached hereto, as amended, modified or supplemented from time to time.

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

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

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

  • Class B Shares means the Class B ordinary Shares in the capital of the Company of $0.0001 nominal or par value designated as Class B Shares, and having the rights provided for in these Articles.

  • Sold Shares shall have the meaning specified in Section 6.

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

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.