Hippocampe Common Shares definition

Hippocampe Common Shares means the common shares in the capital of Hippocampe;
Hippocampe Common Shares means the common shares in the capital of Hippocampe; 1.5 "Losses", in respect of any matter, means all claims, demands, proceedings, losses, damages, liabilities, deficiencies, costs and expenses (including, without limitation, all legal and other professional fees and disbursements, interest, penalties and amounts paid in settlement) arising directly or indirectly as a consequence of such matter; 1.6 "LuxCo" means a corporation to be organized under the laws of Luxembourg as a wholly-owned subsidiary of ParentCo; 1.7 "LuxCo Common Shares" means the common shares in the capital of LuxCo; 1.8 "LuxCo Exchangeable Preferred Shares" means the shares in the capital of LuxCo which will be exchangeable at the option of the holder into ParentCo Common Shares on a 1,066.44-for-one basis pursuant to the Shareholder Agreement, such shares with substantially the rights, privileges, restrictions and conditions described in Schedule "C" hereto; 1.9 "ParentCo Common Shares" means the common shares in the capital of ParentCo; 1.10 "ParentCo Share Exchange Agreement" means a share exchange agreement between ParentCo and certain shareholders of Hippocampe entered into concurrently with this Agreement, as amended, supplemented or restated from time to time; 1.11 "ParentCo Special Voting Preferred Share" means the one share of special voting preferred stock of ParentCo, with substantially the rights, privileges, restrictions and conditions described in the Voting and Exchange Trust Agreement; 1.12 "Shareholder Agreement" means a shareholder agreement to be made among the Shareholders, ParentCo and LuxCo relating to the LuxCo Exchangeable Preferred Shares, with terms substantially as described in Schedule "C" hereto; 1.13 "Support Agreement" means the support agreement to be made between ParentCo and LuxCo relating to the LuxCo Exchangeable Preferred Shares, with terms substantially as described in Schedule "C" hereto; 1.14 "Trustee" means MFC Merchant Bank S.A., the trustee to be appointed under the Voting and Exchange Trust Agreement, and any successor thereto; and 1.15 "Voting and Exchange Trust Agreement" means an agreement to be made between ParentCo, LuxCo and the Trustee relating to the LuxCo Exchangeable Preferred Shares and the ParentCo Special Voting Preferred Share, with terms substantially as described in Schedule "C" hereto. - 2 - <PAGE> 3 2. EXCHANGE OF SHARES 2.1 Subject to the terms and conditions hereof, each of the Shareholders shall contribute to LuxCo the ...

Examples of Hippocampe Common Shares in a sentence

  • Each Shareholder owns the Hippocampe Common Shares as set forth beside his name on the signature pages hereto; B.

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Related to Hippocampe Common Shares

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Merger Sub Common Stock means the shares of common stock, par value $0.001 per share, of Merger Sub.

  • Holdings Common Stock means the common stock, par value $0.01 per share, of Holdings.

  • Common Shares means the common shares in the capital of the Company;

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Parent Common Shares means the common shares of the Parent;

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • New Common Stock means shares of Common Stock and/or securities convertible into, and/or other rights exercisable for, Common Stock, which are offered or sold in a New Transaction.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Common Shareholders means the holders of the Common Shares.

  • Purchaser Common Stock means the common stock, par value $0.01 per share, of Purchaser.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Common Stock means the common stock of the Company.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Parent Common Stock means the common stock, par value $.001 per share, of Parent.

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

  • Parent Stock Plan has the meaning set forth in Section 6.2(a).

  • Company Common Shares means shares of Company Common Stock.

  • Company Preferred Shares shall have the meaning set forth in Section 4.2(a).

  • Company Shares has the meaning set forth in the Recitals.

  • Additional Common Shares means all common stock (including reissued shares) Issued (or deemed to be issued pursuant to Section 2) after the date of the Warrant. Additional Common Shares does not include, however, any common stock Issued in a transaction described in Sections 2.1 and 2.2 of the Warrant; any common stock Issued upon conversion of preferred stock outstanding on the date of the Warrant; the Shares; or common stock Issued as incentive or in a nonfinancing transaction to employees, officers, directors or consultants to the Company.