Cantel Shares definition
Examples of Cantel Shares in a sentence
The sale, if any, of Cantel Shares under the 10b5-1 Plan shall commence on the first trading day following the Registration Statement filed under Section 5.7 being declared effective by the SEC and shall terminate on the date that is four (4) months from such effective date (the “Trading Period”).
On or prior to the Closing Date, Purchaser shall file a Supplemental Listing Application with the NYSE that covers the Cantel Shares included in the Stock Consideration in accordance with the NYSE rules and regulations.
Seller is acquiring the Cantel Shares included in the Stock Consideration for his own account for the purpose of investment and not with a view to, or for sale in connection with, the distribution thereof, and he has no present intention of distributing or selling such Cantel Shares.
As soon as practicable on or after the Closing Date, but in any event within ten (10) business days following the Closing, Purchaser shall file with the SEC a registration statement on Form S-3 (the “Registration Statement”) covering the resale by Seller (or his permitted assigns) of the Cantel Shares included in the Stock Consideration.
As of the Effective Time, by virtue of the Merger and without any action on the part of the holder thereof, the MediVators Convertible Securities which are set forth on Schedule 5.5 and remain outstanding at the Effective Time shall, by virtue of the Merger, thereafter entitle the holder thereof to acquire such number of Cantel Shares as such holder would have received had such MediVators Convertible Security been exercised in full for MediVators Shares immediately prior to the Effective Time.
The holders of Cantel Shares and the holders of MediVators Shares shall have approved the Merger and this Agreement in accordance with applicable provisions of the Delaware Law and the Minnesota Law, respectively, and the number of MediVators Shares as to which the holders thereof shall have given written notice of their election to dissent in accordance with Minnesota Law shall not exceed three percent (3%) of the number of MediVators Shares outstanding.
Each holder of record of a stock certificate subject to conversion which prior to the Effective Time represented Converted MediVators Shares will be entitled to receive, promptly upon proper surrender thereof to the Exchange Agent together with a properly completed and duly executed Transmittal Letter, and compliance with the terms of the Transmittal Letter, certificates representing Cantel Shares as provided in Sections 3.1.2 or 3.1.3, as the case may be.
As soon as practicable following the Effective Date, Cantel shall file a registration statement on Form S-8 covering the issuance of Cantel Shares upon the exercise of MediVators Convertible Securities identified on Schedule 5.5.
Until so surrendered, each certificate representing Converted MediVators Shares shall be deemed for all corporate purposes to evidence only the right to receive, upon proper surrender together with a properly completed and duly executed Transmittal Letter, certificates representing the Cantel Shares into which the shares represented thereby shall have been converted, as set forth herein.
The Transmittal Letter will authorize the Exchange Agent to do all things necessary to accomplish the exchange of such stock certificates for stock certificates representing Cantel Shares.