Domestication Merger definition

Domestication Merger has the meaning specified in the Recitals hereto.
Domestication Merger means the domestication merger transaction contemplated by that certain Agreement and Plan of Merger (the “Domestication Merger Agreement”), dated as of April 27, 2021, among Intec Pharma Ltd. (“Intec Israel”), Domestication Merger Sub Ltd., and the Company.
Domestication Merger means a merger of the Initial Predecessor Corporation into the Second Predecessor Corporation with the Second Predecessor Corporation as the surviving corporation in the merger in connection with the completion of either of the Merger or the Voyager.net merger, as described in the Definitive Schedule 14A.

Examples of Domestication Merger in a sentence

  • The effect of the Domestication Merger was that members/shareholders of VDC Bermuda became shareholders of the Company which then became the publicly traded company.

  • Upon (i) the effectiveness of the Domestication Merger, (ii) the filing of each of the Pre-Closing Certificate of Incorporation and the Post-Closing Certificate of Incorporation with the Delaware Secretary of State, (iii) the consummation of the Business Combination and (iv) the conversion of the New CCNB Series B-1 Common Shares or New CCNB Series B-2 Common Shares into Conversion Shares, as applicable, the Conversion Shares will be duly authorized, validly issued, fully paid and non-assessable.

  • Upon (i) the effectiveness of the Domestication Merger and (ii) the filing of the Pre-Closing Certificate of Incorporation with the Delaware Secretary of State, the issued and outstanding CCNB Class A Ordinary Shares will automatically convert by operation of law, on a one-for-one basis, into duly authorized, validly issued, fully paid and non-assessable New CCNB Class A Shares.

  • Represents shares of Series A-1 Preferred Stock of SharpLink US that will be issued on a 1-for-1 basis in exchange for outstanding Preferred A-1 Shares of SharpLink Israel in connection with the Domestication Merger.

  • Following the Domestication Merger, Domestication Merger Sub will continue to be a wholly-owned direct subsidiary of New CCNB.

  • The closing of the Private Placement was completed on August 3, 2021.On July 27, 2021, the Company, Intec Israel, and Domestication Merger Sub completed the Domestication Merger pursuant to the terms of the Domestication Merger Agreement, whereby Domestication Merger Sub merged with and into Intec Israel, with Intec Israel being the surviving entity and a wholly-owned subsidiary of Intec Parent.

  • As used herein, the “Combined Company” refers to Irish Holdco after the Irish Domestication Merger and the consummation of the Business Combination, as applicable.

  • SharpLink US Common Stock will be issued on a 1-for-1 basis in exchange for outstanding ordinary shares of SharpLink Israel in connection with the Domestication Merger.

  • All securities being registered will be issued by Irish Holdco (post-Irish Domestication Merger), as further described in the proxy statement/prospectus.

  • Shares") (which by virtue of the Domestication Merger are exchangeable for 1,512,500 shares of common stock of the Company); and (y) a stock power duly executed disposing of the VDC Corp.


More Definitions of Domestication Merger

Domestication Merger means a merger of the Corporation into a Delaware corporation with the Delaware corporation as the surviving corporation in the merger in connection with the completion of either of the ATX merger or the Voyager.net merger, as described in the Definitive Schedule 14A.
Domestication Merger has the meaning set forth in Section 2.2.
Domestication Merger means the merger of CCNB with and into Domestication Merger Sub, with Domestication Merger Sub surviving the merger as a wholly-owned direct subsidiary of Getty Images Holdings, Inc., pursuant to the Business Combination Agreement.
Domestication Merger has the meaning set forth in Section ‎5.7.

Related to Domestication Merger

  • Domestication has the meaning specified in the Recitals hereto.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Cash Merger has the meaning set forth in Section 5.04(b)(ii).

  • Company Merger has the meaning set forth in the recitals hereto.

  • Bank Merger Agreement has the meaning set forth in Section 6.10.

  • Reverse Merger means any transaction pursuant to which an Operating Unlisted Company becomes a Listed Company by merging with and into a Listed Shell Company;

  • Bank Merger has the meaning set forth in the recitals.

  • Agreement of Merger has the meaning set forth in Section 2.01(b).

  • First Merger shall have the meaning given in the Recitals hereto.

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Certificate of Merger has the meaning set forth in Section 2.2.

  • Second Merger has the meaning set forth in the Recitals.

  • Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.

  • Articles of Merger has the meaning set forth in Section 2.2.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Plan of Merger has the meaning set forth in Section 2.2.

  • Certificates of Merger has the meaning set forth in Section 2.2.

  • MergerSub has the meaning set forth in the Preamble.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Corporate Reorganization means any change in the legal existence of any Obligor (other than a Capital Reorganization) including by way of amalgamation, merger, winding up, continuance or plan of arrangement.

  • Company Acquisition Transaction means any transaction or series of transactions involving: