Examples of Common Exchangeable Shares in a sentence
The Company will not complete an IPO unless the Company obtains a receipt or MRRS Receipt for a final prospectus (which may, at the Company’s option, be the same prospectus pursuant to which a Qualified IPO is effected in Canada) filed in the Qualifying Jurisdictions that qualifies the distribution of all of the Registrable Securities issuable upon conversion of the Preferred Shares or exchange of the Common Exchangeable Shares at the time of the IPO.
Such Seller is the sole record and beneficial owner of, and has valid title to, the shares of Company Stock, Common Exchangeable Shares, Company Warrants, Company Options and Convertible Notes as described in Section 3.04, and there exist no Encumbrances (other than those imposed by federal and state securities laws) affecting such shares of Company Stock, Common Exchangeable Shares, Company Warrants, Company Options and Convertible Notes, except as set forth in this Agreement and the Schedules hereto.
Without limiting the generality of the foregoing, none of Buyer, Merger Sub, the Surviving Corporation or any their respective Affiliates shall be liable to any former holder of shares of Company Stock or Common Exchangeable Shares for the consideration payable in respect of each such share of Company Stock or Common Exchangeable Shares properly delivered to any Governmental Authority or public official pursuant to applicable abandoned property, escheat or similar Laws.
All issued and outstanding shares of capital stock, membership interests or other equity securities of each of the Subsidiaries are owned of record by the Company or by one or more of the Subsidiaries, in each case free and clear of all Encumbrances (other than restrictions under applicable federal and state securities Laws), except for the Common Exchangeable Shares.
Any shares of Series B Special Voting Stock shall automatically be converted into shares of Common Special Voting Stock upon the conversion into Common Exchangeable Shares of the Class B Preferred Exchangeable Shares, the terms of which are defined in the articles of incorporation of each of Targanta Québec or Targanta Ontario, as amended (the “Class B Exchangeable Shares”), giving rise to such shares of Series B Special Voting Stock.
As of the date hereof, there are 3,639,857 shares of Neuromed Common Stock issuable upon conversion of all shares of Neuromed Canada Common Exchangeable Shares issuable upon the exercise of all outstanding Neuromed Canada Stock Options, subject to adjustment on the terms set forth in the Neuromed Stock Option Plan (Canada).
Any shares of Series A Special Voting Stock shall automatically be converted into shares of Common Special Voting Stock upon the conversion into Common Exchangeable Shares of the Class A Preferred Exchangeable Shares, the terms of which are defined in the articles of incorporation of Targanta Québec, as amended (the “Class A Exchangeable Shares”), giving rise to such shares of Series A Special Voting Stock.
Such Seller has the power to vote, dispose of and otherwise transfer such shares of Company Stock, Common Exchangeable Shares, Company Warrants, Company Options and Convertible Notes of which it is the beneficial owner without the approval, consent or other action of any Person (except solely for such approvals, consents and actions heretofore taken).
Such shares of Special Voting Stock shall be converted into the same number of shares of Common Special Voting Stock as equals the number of Common Exchangeable Shares the converting holder receives in such conversion.