Nevada Holdco definition

Nevada Holdco means TILT Holdings, Inc., a corporation existing under the laws of the State of Nevada and to be continued and existing under the BCBCA prior to the Effective Date (and for greater certainty, referred to as the Resulting Issuer following the completion of the Business Combination);
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Nevada Holdco means 4Front Corp., a corporation organized and incorporated under the Laws of the State of Nevada, to effect the transactions contemplated in the Business Combination and Plan of Arrangement, until such time as such entity is continued to British Columbia upon the Continuance becoming effective, at which time, “Nevada Holdco” shall mean 4Front Corp., the company resulting from the Continuance and governed by the Laws of British Columbia;
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Nevada Holdco means 4Front Corp., the company resulting from the Continuance and governed by the Laws of British Columbia;
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Examples of Nevada Holdco in a sentence

  • 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 or former Cannex Shareholder, unless and until the holder shall have complied with the provisions of Section 5.1 or Section 5.2 hereof.

  • The Resulting Issuer, Nevada Holdco or Cannex, and the Depository shall deduct and withhold from all distributions or payments otherwise payable to any former Nevada Holdco Shareholder or former Cannex Shareholder (an “Affected Person”) any amounts required to be deducted and withheld with respect to such payment under the Tax Act, the Code or any provision of any applicable federal, provincial, state, local or foreign Law or treaty, in each case, as amended (a “Withholding Obligation”).

  • None of Nevada Holdco, Cannex, the Resulting Issuer or the Depositary shall be liable to any Person in respect of any payment of consideration otherwise payable pursuant to this Plan of Arrangement properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

  • 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.

  • Accordingly, and notwithstanding the foregoing, if required, the exercise price of a Nevada Holdco Replacement Option will be increased such that the In-The-Money Amount of the Nevada Holdco Replacement Option immediately after the exchange does not exceed the In-The-Money Amount of the Employee Option immediately before the exchange in accordance with the foregoing Treasury Regulations.

  • 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.

  • The Resulting Issuer and the Depository shall deduct and withhold from all distributions or payments otherwise payable to any former Nevada Holdco Shareholder, former SVT Shareholder, or former Fxxxx Subscription Receipt Holder (an “Affected Person”) any amounts required to be deducted and withheld with respect to such payment under the Tax Act, the Code or any provision of any applicable federal, provincial, state, local or foreign law or treaty, in each case, as amended (a “Withholding Obligation”).

  • The record date for the determination of the Nevada Holdco Securityholders entitled to receive notice of and to vote at the Nevada Holdco Meeting in respect of the Arrangement is March 22, 2019 (the " Nevada Holdco Record Date").

  • SVT, Finco, Baker, Briteside, and Sea Hunter will, and SVT will procure that Nevada Holdco will, oppose any proposal from any party that the Final Order contain any provision inconsistent with this Agreement, and, if at any time after the issuance of the Final Order and prior to the Effective Date, a Party is required by the terms of the Final Order or by Law to return to Court with respect to the Final Order, it shall do so after notice to, and in consultation and cooperation with, the other Parties.

  • Nevada Holdco, SVT, and Fxxxx 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.


More Definitions of Nevada Holdco

Nevada Holdco means 4Front Corp., a corporation incorporated under the laws of the State of Nevada.
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Nevada Holdco means 4Front Ventures Corp., a corporation incorporated under the laws of the State of Nevada. (b) Mandatory Conversion. Multiple Voting Shares are not convertible until the later of the date (the “Initial Conversion Date”) that (i) the aggregate number of Multiple Voting Shares held by the Initial Holders are reduced to a number which is less than fifty per cent (50%) of the aggregate number of Class B Proportionate Voting Shares and Multiple Voting Shares held by the Initial Holders on the date of completion of the Business Combination, and (ii) is three (3) years following the date of completion of the Business Combination Closing Date. Following the Initial Conversion Date, Multiple Voting Shares will automatically, without any action on the part of the holder, be converted into Subordinate Voting Shares on the basis of one (1) Subordinate Voting Share for one (1) Multiple Voting Share upon: (i) the death or Disability of such Initial Holder with respect to all Multiple Voting Shares held by an Initial Holder, (ii) an Involuntary Transfer Event with respect to the Multiple Voting Shares being Transferred pursuant to the Involuntary Transfer Event, or (iii) any other Transfer of Multiple Voting Shares to anyone other than another Initial Holder with respect to such Multiple Voting Shares being Transferred (each, a “Mandatory Conversion Event”). The Initial Holder shall promptly provide notice to the Company of the occurrence of a Mandatory Conversion Event. On the date of such Mandatory Conversion Event, each certificate representing Multiple Voting Shares shall thenceforth be null and void. Within twenty (20) days of the Mandatory Conversion Event, the Company will send, or cause its transfer agent to send, notice thereof to such former holder of Multiple Voting Shares (a “Mandatory Conversion Notice”) specifying: (i) the date of the Mandatory Conversion Event;(ii) the number of Subordinate Voting Shares into which the Multiple Voting Shares held by such holder have been converted. As soon as practicable after the sending of the Mandatory Conversion Notice, the Company shall issue or shall cause its transfer agent to issue certificates representing the number of Subordinate Voting Shares into which the Multiple Voting Shares have been converted.27.9 Transfers Prior to Initial Conversion Date
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Nevada Holdco means 4Front Corp, a corporation existing under the Laws of the State of Nevada.
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Nevada Holdco means TILT, a corporation organized and incorporated under the Laws of the State of Nevada, to effect the transactions contemplated in the Agreement.
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Related to Nevada Holdco

  • Holdco has the meaning set forth in the Preamble.

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

  • Subco means 1102209 B.C. LTD., a corporation incorporated under the laws of the Province of British Columbia;

  • Delaware LLC means any limited liability company organized or formed under the laws of the State of Delaware.

  • Topco has the meaning set out in the Preamble;

  • MergerSub has the meaning set forth in the Preamble.

  • Delaware LLC Act means the Delaware Limited Liability Company Act, as amended from time to time.

  • Delaware LP Act means the Delaware Revised Uniform Limited Partnership Act.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • CFC Holdco means any Domestic Subsidiary that has no material assets other than Equity Interests of one or more Foreign Subsidiaries that are CFCs.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • New Holdco means the direct or indirect Subsidiary of the Ultimate Parent following the Post-Closing Reorganizations.

  • OpCo has the meaning set forth in the Preamble.

  • Acquisition Corp. shall have the meaning given to such term in the preamble to this Agreement.

  • BCA shall have the meaning given in the Recitals hereto.

  • State of Incorporation means Delaware.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • NV means Nevada

  • Direct holdings means all publicly traded securities of a company that are held directly by the state treasurer or a retirement system in an actively managed account or fund in which the retirement system owns all shares or interests.

  • Crown means the government of the United Kingdom (including the Northern Ireland Assembly and Executive Committee, the Scottish Executive and the National Assembly for Wales), including, but not limited to, government ministers and government departments and particular bodies, persons, commissions or agencies from time to time carrying out functions on its behalf;

  • BVI means the British Virgin Islands.

  • Callco has the meaning ascribed thereto in the introductory paragraph;

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • Merger Sub I has the meaning set forth in the Preamble.

  • GP LLC means Plains All American GP LLC, a Delaware limited liability company.