Initial Share Issuance definition

Initial Share Issuance means the transfer of SABMiller Shares to NewCo and the issuance of the Initial Shares to former SABMiller Shareholders as part of the UK Scheme;
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Initial Share Issuance has the meaning set forth in Section 2.6(a)(ii).
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Initial Share Issuance has the meaning ascribed to it in Section 3.4.1.
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Examples of Initial Share Issuance in a sentence

  • The Initial Share Issuance shall be issued and delivered to the Buyer on the Closing Date.

  • The Initial Share Issuance and the True-Up Shares shall collectively, in the aggregate, be referred to herein as the “Inducement Shares”.

  • In resolving any disputed item, the Independent Accounting Firm may not assign a higher value to the Closing TTM EBITDA or to the Initial Closing Payment (including the Initial Cash Payment and the Initial Share Issuance) than that contained in the Final Closing Notice, or a lower value to the Closing TTM EBITDA or to the Initial Closing Payment (including the Initial Cash Payment and the Initial Share Issuance) that that contained in the Closing Objection Notice.

  • Notwithstanding anything contained in the Shareholders Agreement to the contrary, the Company agrees not to exercise its right of first refusal rights under Section 2.2 of the Shareholders Agreement with respect to Transfers by the Investor following the seventh (7th) anniversary of the Initial Share Issuance Date otherwise made in accordance with the provisions of the Shareholders Agreement.

  • For the avoidance of doubt, if such Termination of Employment occurs between the Initial Share Issuance Date and the Final Share Issuance Date, the Grantee shall retain the Common Shares granted on the Initial Share Issuance Date.

  • Subject to paragraph 5(j) below, the shares associated with the Initial Share Issuance will be issued to Seller (and to Fognani) concurrently with the closing of Seller’s acquisition of the Base Metal Mine Opportunity while any additional shares associated with a Share Increase will be issuable to Seller concurrently with the closing of the underlying Qualified Financing Transaction.

Related to Initial Share Issuance

  • Share Issuance means the issuance of Parent Common Stock pursuant to the Merger.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • Permitted Share Issue means an issue of:

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Share Issuer means the issuer of the Share.

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Additional Shares shall have the meaning specified in Section 14.03(a).

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

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

  • Private Placement Units shall have the meaning given in the Recitals hereto.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Private Placement Shares shall have the meaning given in the Recitals hereto.

  • Put Shares means all shares of Common Stock issued, or that the Company shall be entitled to issue, per any applicable Put Notice in accordance with the terms and conditions of this Agreement.

  • Pubco Shares means fully paid and non-assessable common shares of Pubco to be issued to the Selling Shareholders by Pubco upon Closing on the basis of 10 Priveco Share for 12,380,951 Shares;

  • Warrant Share Delivery Date shall have the meaning set forth in Section 2(d)(i).

  • Unit Shares has the meaning ascribed thereto in the first paragraph of this Agreement;

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Placement Units shall have the meaning given in the Recitals hereto.

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

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

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

  • Additional Shares of Common means all shares of Common Stock issued (or, pursuant to Section 3(e)(iii), deemed to be issued) by the Corporation after the Original Issue Date, other than shares of Common Stock issued or issuable:

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Offering Shares means the shares of Common Stock included in the Units issued pursuant to this Agreement and Investor Warrant Shares.