Initial Merger Shares definition

Initial Merger Shares shall have the meaning set forth in Section 1.5(d).
Sample 1Sample 2
Initial Merger Shares means the aggregate of 40,000,000 newly issued shares of Common Stock issued by the Company pursuant to the terms of the Merger Agreement and the Warrant Exchange Agreement at the Effective Time, which shall consist of the 26,000,000 Keystone Initial Shares (as defined in the Merger Agreement) and the 14,000,000 FRF Initial Shares (as defined in the Merger Agreement). Notwithstanding the foregoing, if an Adjustment Event (as defined in the Merger Agreement) shall have occurred, then the Keystone Initial Shares shall be reduced to 25,883,333 shares of Common Stock, and the numbers 40,000,000 and 26,000,000 in this Agreement, shall be changed to the numbers 39,883,333 and 25,883,333, respectively, subject to Section 2.2(c) of the Merger Agreement.
Sample 1Sample 2
Initial Merger Shares means the 43,000 Merger Shares issuable as part of the Initial Merger Consideration.
Sample 1Sample 2

Examples of Initial Merger Shares in a sentence

  • The Prime Minister has set the target of doubling farmers’ income by the year 2022.Key Points:i.PM KISAN mobile App launched: Union Ministry of Agriculture Narendra Singh Tomar launched PM KISAN mobile application,which is aimed at broadening the reach of the scheme.

  • Until properly surrendered, each such Certificate shall be deemed for all purposes to evidence only the right to receive a certificate for the Initial Merger Shares issuable pursuant to Section 1.5. Holders of Certificates shall not be entitled to receive certificates for the Initial Merger Shares to which they would otherwise be entitled until such Certificates are properly surrendered.

  • If, after the Effective Time, Certificates are presented to the Buyer, the Surviving Corporation or the Exchange Agent, they shall be cancelled and exchanged for Initial Merger Shares in accordance with Section 1.5, subject to Section 1.12 and to applicable law in the case of Dissenting Shares.

  • Upon such surrender, the Buyer shall pay or deliver to the persons in whose name the certificates representing such Initial Merger Shares are issued any dividends or other distributions that are payable to the holders of record of Buyer Common Shares as of a date on or after the Closing Date and which were paid or delivered between the Effective Time and the time of such surrender; provided that no such person shall be entitled to receive any interest on such dividends or other distributions.

  • As soon as practicable after the Effective Time, the Buyer shall cause the Exchange Agent to send a notice and a transmittal form to each holder of a Certificate advising such holder of the effectiveness of the Merger and the procedure for surrendering to the Exchange Agent such Certificate in exchange for the Initial Merger Shares issuable to such holder pursuant to Sections 1.5(a) or 1.5(c) or the Cash Merger Consideration payable to such holder pursuant to Section 1.5(b), as applicable.

  • Until properly surrendered, each such Certificate shall be deemed for all purposes to evidence only the right to receive either (i) a certificate for the Initial Merger Shares issuable pursuant to Sections 1.5(a) or (c) or (ii) the Cash Merger Consideration payable pursuant to Section 1.5(b), as applicable.

  • In lieu of any fractional Initial Merger Shares that would have otherwise been issued, each former Company Stockholder that would have been entitled to receive a fractional Initial Merger Share shall, upon proper surrender of such person's Certificates, receive a cash payment equal to $46.15 multiplied by the fraction of a share that such Company Stockholder would otherwise be entitled to receive.

  • Unpaid dividends as at June 30, 2011 amounted to $1,886,000 (December 31, 2010: $1,512,000).Each preferred share is convertible at any time, without the payment of additional consideration, at the option of the holder into 3.64 common shares, at a conversion price of $2.75 per common share.The conversion price will be subject to adjustment in certain circumstances pursuant to customary anti‐dilution provisions.

  • However, there are some limiting factors, including: • the lack of spatial representations of land-use in some regions.

  • At or prior to the Effective Time, the Buyer shall appoint the Exchange Agent to effect the issuance of Initial Merger Shares in exchange for Certificates.

Related to Initial Merger Shares

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

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

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

  • Share Exchange has the meaning set forth in Section 2.1.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Company Shareholders means holders of Company Shares.

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

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

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

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

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

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

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

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Parent Shareholder Approval means the approval of (a) the Parent Share Issuance at the Parent Shareholders Meeting by the affirmative vote of a majority of the total votes cast by the holders of Parent Common Stock entitled to vote thereon, (b) the Parent Charter Amendment at the Parent Shareholders Meeting by the affirmative vote of a majority of the shares of Parent Common Stock outstanding and entitled to vote thereon and (c) the Parent Bylaw Amendment at the Parent Shareholders Meeting by the affirmative vote of a majority of the outstanding shares of Parent Common Stock entitled to vote thereon.

  • 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;

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

  • Parent Stockholder Approval means the affirmative vote of the holders of a majority of the shares of Parent Stock entitled to vote with respect to the approval of the Parent Stock Issuance.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

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