New Company Shares definition

New Company Shares shall have the meaning ascribed thereto in Section 1.1.
Sample 1
New Company Shares means shares of common stock in the Company issued after the effectiveness of the one-for-five (1 for 5) reverse stock split, defined in paragraph 6.4.
Sample 1
New Company Shares means the ordinary shares of £0.001 each and the dollar ordinary shares of US$0.001 each in the capital of the Company, to be issued pursuant to clause 2.4;
Sample 1

Examples of New Company Shares in a sentence

  • Stockholder hereby irrevocably waives, and agrees not to exercise, any rights of appraisal or rights of dissent from the Merger that such Stockholder may have with respect to the Company Shares or New Company Shares.

  • Each Stockholder agrees, subject to this Section 1.03 and unless and until this Agreement is terminated in accordance with Section 5.03, to vote its Company Shares (including any New Company Shares) in accordance with Section 1.01(a) through Section 1.01(e) above.

  • The Sellers shall, at any time from and after the Closing, upon the request of Buyer and at Buyer’s expense, do, execute, acknowledge and deliver, and cause to be done, executed, acknowledged and delivered, all such further acts, deeds, assignments, transfers, conveyances, powers of attorney or assurances as may be reasonably required to transfer, convey, grant and confirm to and vest in Buyer good title to all of the Shares and the New Company Shares, free and clear of all Liens.

  • He, she or it hereby acknowledges that no representations or guarantees have been made to them or any of their representatives or agents regarding the performance of the New Company Shares by the Company or any agent, consultant or other representative of the Company.

  • He, she or it further acknowledges and agrees that the New Company Shares may not be sold in a public transaction unless the Shares are subsequently the subject of a registration statement declared effective by the SEC or, pursuant to Rule 144 after the expiration of one year from the date that the Company is no longer deemed a “shell company” as such term is defined in Rule 144(i) of the Securities Act and the Company has otherwise complied with the requirements of Rule 144.

  • The Shareholders shall have delivered to Buyer stock certificates representing all of the Shares, duly endorsed in blank or accompanied by stock powers duly executed in blank, and the Company shall have delivered to Buyer stock certificates representing all of the New Company Shares.

  • On or before October 15, 2016 (the "Third Closing"), the Company would acquire the remaining sixty percent (60%) of the ownership interest of WOD an equity exchange in which the WOD Members would exchange a total of 600 WOD Units to the Company in exchange for a total of 14,800,000 New Company Shares.

  • He, she or it acknowledges and understands that there is not presently any public or private market for the New Company Shares and there can be no assurances that there will ever be any market for the New Company Shares.

  • The New Company Shares are not registered and will not be registered in connection with this Agreement under the Securities Act of 1933, as amended (the “Securities Act”), or any state’s securities laws, on the grounds that the transaction in which the New Company Shares are to be issued qualifies for applicable exemptions from the securities registration requirements of such statutes.

  • At the Closing, the Company shall, and the Shareholders shall cause the Company to, convey and deliver to Buyer stock certificates representing all of the New Company Shares, against payment of the Initial Payment, as provided above.


More Definitions of New Company Shares

New Company Shares means the common stock, par value $0.01 per share, of the New Company.
Sample 1
New Company Shares has the meaning specified in Section 11.6. “Non-Funded Interests” has the meaning specified in Section 4.5(b)(i). “Non-Funding Member” has the meaning specified in Section 4.5(a).
Sample 1
New Company Shares means Company Shares issued after the Closing Date, other than any Company Shares issued or issuable (a) in connection with any stock split, stock dividend, reclassification, recapitalization, or similar event relating to any Company Shares; (b) in a public offering registered under the Securities Act; (c) upon the recommendation or approval of the Board of Directors to officers, directors or employees of the Company or any direct or indirect subsidiary thereof pursuant to the terms of the Company's (or such subsidiaries') employee benefit plans or arrangements; (d) in connection with a financing transaction in which debt or convertible debt securities are the primary component of the financing; (e) as consideration for any acquisition by the Company, or any of its subsidiaries, of assets or of any business (whether by merger, stock acquisition, asset acquisition or otherwise) or (f) to one or more Persons whom the Board of Directors has determined in good faith are strategic investors.
Sample 1
New Company Shares has the meaning assigned to that term in the recitals to this Agreement.
Sample 1

Related to New Company Shares

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

  • Company Shareholders means holders of Company Shares.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Company Shareholder means a holder of Company Shares.

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

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

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

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

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

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

  • 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).

  • Coop Shares Shares issued by a Cooperative Corporation.

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

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

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

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

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

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

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

  • Equity Shares shall have the meaning attributed to such term in the recitals of this Agreement;

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

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

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

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

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

  • Holdco Shares means the ordinary shares of HoldCo with a par value of US$0.0001 per share.