Nevada Holdco definition
Examples of Nevada Holdco in a sentence
Nevada Holdco has the requisite corporate power and authority to enter into this Agreement and to perform its obligations hereunder.
The SVT Meeting and Nevada Holdco Meeting shall be held on the same day.
In no event shall any Nevada Holdco Shareholder, Nevada Holdco Optionholder, Cannex Shareholder, Cannex Optionholder, Cannex Warrantholder, or Cannex Noteholder be entitled to a fractional security of the Resulting Issuer.
The execution and delivery of this Agreement by 4Front and the consummation by 4Front of the transactions contemplated by this Agreement have been duly authorized by the 4Front Board and no other proceedings on the part of 4Front are necessary to authorize this Agreement other than the Nevada Holdco Shareholder Approval and approval of the Nevada Holdco Continuance Resolution and the Nevada Holdco Arrangement Resolution.
No dividend or other distribution declared or made after the Effective Time with respect to the Resulting Issuer with a record date after the Effective Time shall be delivered to any former Nevada Holdco Shareholder, former SVT Shareholder, or former F▇▇▇▇ Subscription Receipt Holder, unless and until the holder shall have complied with the provisions of Section 5.1 or Section 5.2 hereof.
Nevada Holdco, SVT, and F▇▇▇▇ shall use their commercially reasonable efforts to promptly make such securities and other regulatory filings in the United States or other jurisdictions as may be necessary or, in its sole discretion, desirable in connection with the completion of the Business Combination.
The representations and warranties of Nevada Holdco contained in this Schedule “F” shall not survive the completion of the Business Combination and shall expire and be terminated on the earlier of the Effective Time and the date on which the Agreement is terminated in accordance with its terms.
There are no current Contracts or other transactions (including relating to indebtedness by Nevada Holdco) between Nevada Holdco on the one hand, and (i) any officer or director of Nevada Holdco, (ii) any holder of record or, to the knowledge of Nevada Holdco, beneficial owner of five percent or more of the voting securities of Nevada Holdco, or (iii) any affiliate or Associate of any officer, director or beneficial owner, on the other hand.
Nevada Holdco is duly qualified to carry on business and is in good standing in each jurisdiction in which the character of its properties or the nature of its activities makes such qualification necessary, except where the failure to be so qualified would not have a Nevada Holdco Material Adverse Effect.
Nevada Holdco does not have any material liabilities or obligations of any nature, whether or not accrued, contingent or otherwise, that are not and would not, individually or in the aggregate with all other liabilities and obligations of Nevada Holdco, have a Nevada Holdco Material Adverse Effect, or, as a consequence of the consummation of the Nevada Holdco Component of the Business Combination, have a Nevada Holdco Material Adverse Effect.