Examples of Company Shares in a sentence
The Per Share Merger Consideration shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend, reorganization, recapitalization, reclassification, combination, exchange of shares or other like change with respect to SPAC Shares or Company Shares (including the Recapitalization) occurring on or after the date of this Agreement and prior to the Merger Effective Time.
All outstanding Company Shares are owned of record by the Persons set forth on Section 5.3 of the Company Disclosure Schedules in the amounts set forth opposite their respective names.
As of the date of this Agreement, there are no outstanding or authorized equity appreciation, phantom equity or similar rights with respect to the Company and there are no voting trusts, proxies, shareholder agreements or any other written agreements or understandings with respect to the voting or transfer of any of Company Shares other than the Company’s Organizational Documents.
Subject to the effect of escheat, Tax or other applicable Laws, the holder of whole SPAC Shares issued in exchange for Company Shares pursuant to Section 1.6(b) will be promptly paid, without interest (subject to any applicable withholding Tax), the amount of dividends or other distributions with a record date after the Merger Effective Time and theretofore paid with respect to such whole SPAC Share.
The Company shall provide SPAC prompt written notice of any demands received by the Company for appraisal of Company Shares pursuant to Section 262 of the Delaware General Corporation Law, any waiver or withdrawal of any such demand, and any other demand, notice, or instrument delivered to the Company prior to the Merger Effective Time that relates to such demand.