Company Earnout Shares definition

Company Earnout Shares means the shares of Company Common Stock that are issuable to Eligible Company Equityholders (as defined in the Company DeSPAC Merger Agreement) on the terms and subject to the conditions set forth in the Company DeSPAC Merger Agreement.
Company Earnout Shares has the meaning set forth in Section 2.6(a).
Company Earnout Shares means the (i) Class A Earnout Shares, and (ii) Class B Earnout Shares, issuable in accordance with their terms as set forth in Section 2.8 of the Business Combination Agreement;

Examples of Company Earnout Shares in a sentence

  • If a CCC Triggering Event does not occur within ten years after Closing, the CCC Earnout Shares are forfeited.Of the 15.0 million Company Earnout Shares, 13.5 million shares are reserved for issuance to CCCIS shareholders.

  • For the avoidance of doubt, such shares of Company Common Stock issued in respect of the Company Earnout Shares, when issued, will be subject to the same exchange procedures as all other shares of Company Common Stock pursuant to Section 1.7 of this Agreement.

  • All TopCo Common Shares and Company Earnout Shares issued as part of the Exchange Consideration pursuant to Section 3.1(c)(xi) shall be deemed to be validly issued and outstanding as fully paid and non-assessable shares for the purposes of the BCBCA.

  • The Company Earnout Shares do not meet the criteria to be classified as a liability and the fair value of the shares reserved for shareholders of $98.9 million was charged to additional paid-in capital during the three months ended September 30, 2021.

  • The parties acknowledge and agree that the Contemplated Transactions constitute a “Change in Control” for all purposes of Section 3.09(j) of the SPAC Merger Agreement, the applicable provisions of the award agreement pursuant to which each Company Earnout Award was issued and Section 4(a)(iv) of the Sponsor Support Agreement, and in connection therewith, all Company Earnout Shares shall be treated as set forth in this Section 2.08(a).


More Definitions of Company Earnout Shares

Company Earnout Shares means the (i) Class B Non-Voting Common Shares, and (ii) Class C Non-Voting Common Shares, issuable in accordance with their terms as set forth in Section 2.7 of the Business Combination Agreement;
Company Earnout Shares means the “Earnout Shares” as such term is defined in the SPAC Merger Agreement.
Company Earnout Shares means, collectively, the SPAC Merger Earnout Shares and the Sponsor Earnout Shares.
Company Earnout Shares has the meaning specified in Section 3.5(a).
Company Earnout Shares means (i) TopCo Class A Earnout Shares and (ii) TopCo Class B Earnout Shares; in each case, issuable and convertible into TopCo Common Shares as set forth in Section 2.8.
Company Earnout Shares has the meaning specified in Section 1.16(a).
Company Earnout Shares means (i) 5,000,000 Class A Special Shares, (ii) 10,000,000 Class B Special Shares, (iii) 10,000,000 Class C Special Shares, (iv) 20,000,000 Class D Special Shares, (v) 20,000,000 Class E Special Shares, (vi) 20,000,000 Class F Special Shares, (vii) 25,000,000 Class G Special Shares, and (viii) 25,000,000 Class H Special Shares, in each case, in the capital of SOAC following the SOAC Continuance, convertible into SOAC Common Shares and redeemable in accordance with their terms, in each case as set forth in Section 2.8.