Listed Shares means shares which are traded or listed on an approved stock exchange;
Controlled Shares in reference to any person means all shares of the Company directly, indirectly or constructively owned by such person as determined pursuant to Section 958 of the Code.
Dividend Shares means the shares of Common Stock issuable in payment of dividends payable on the Preferred Shares in accordance with the terms of the Certificate of Designation.
Common Shares means the common shares in the capital of the Company;
PIPE Shares shall have the meaning given in the Recitals hereto.
Covered Shares means, with respect to the Shareholder, (i) the Existing Shares, together with (ii) any shares of Common Stock or other voting capital stock of the Company and any securities convertible into or exercisable or exchangeable for shares of Common Stock or other voting capital stock of the Company, in each case under this clause (ii) that such Shareholder acquires Beneficial Ownership of on or after the date hereof.
Lock-Up Shares has the meaning set forth in Section 4.1.
Conversion Stock means shares of Common Stock issued upon conversion of the Preferred Stock.
A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;
Locked-Up Shareholders means Xxxxx Xxxxxx, Xxxx Xxxx, Xxxxx Xxxxxxx, Xxxxxx Xxxxxxx, Xxxxx Xxxxxxxxx, Xxx Xxxxxxxx, Xxxx Xxxxxxx, Xxxxx Xxxxxxx, Ru Wadasinghe, Xxxxxxxx Xxxxx, Xxxx Xxxxx, Xxxx Xxxxx and Xxxx Xxxxxxxxx, together with any and all of their respective Affiliates and/or Associates (as defined in the Securities Act (Ontario)) that have beneficial ownership of, or exercise control or direction over, Common Shares or Convertible Securities.
Company Restricted Shares means shares of Company Common Stock granted under a Company Equity Plan, or issued upon “early exercise” of an option granted under a Company Equity Plan, that remain subject to one or more unsatisfied vesting or vesting-equivalent forfeiture or repurchase conditions.
Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.
Company Preferred Shares shall have the meaning set forth in Section 4.2(a).
Prohibited Preferred Stock means any Preferred Stock that by its terms is mandatorily redeemable or subject to any other payment obligation (including any obligation to pay dividends, other than dividends of shares of Preferred Stock of the same class and series payable in kind or dividends of shares of common stock) on or before a date that is less than 1 year after the Maturity Date, or, on or before the date that is less than 1 year after the Maturity Date, is redeemable at the option of the holder thereof for cash or assets or securities (other than distributions in kind of shares of Preferred Stock of the same class and series or of shares of common stock).
Purchased Shares has the meaning set forth in Section 2.01.
Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.
Restricted Shares shall have the respective meanings set forth in Section 2.14.
Common Share Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Common Shares, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common Shares.
Designated Preferred Stock means Preferred Stock of the Company or any direct or indirect parent of the Company (other than Disqualified Stock), that is issued for cash (other than to the Company or any of its Subsidiaries or an employee stock ownership plan or trust established by the Company or any of its Subsidiaries) and is so designated as Designated Preferred Stock, pursuant to an Officers’ Certificate, on the issuance date thereof.
Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).
Interest Conversion Shares shall have the meaning set forth in Section 2(a).
Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.