Northgate Shares definition
Examples of Northgate Shares in a sentence
The Northgate Shares are listed on the TSX and NYSE Amex and are not listed or quoted on any other market, and Northgate is in compliance with the applicable listing and corporate governance rules and regulations of the TSX and NYSE Amex.
Except as disclosed in the Northgate Disclosure Letter, there are no outstanding contractual obligations of Northgate or of any of the Northgate Subsidiaries to repurchase, redeem or otherwise acquire any outstanding Northgate Shares or with respect to the voting or disposition of any outstanding Northgate Shares.
Northgate is authorized to issue an unlimited number of Northgate Shares and an unlimited number of preferred shares.
All issued and outstanding Northgate Shares have been authorized and are validly issued and outstanding as fully paid and non-assessable shares, free of pre-emptive rights.
Subject to applicable law and to section 5.4 hereof, at the time of such compliance, there shall, in addition to the delivery of a certificate representing the Northgate Shares to which such holder is thereby entitled, be delivered to such holder, without interest, the amount of the dividend or other distribution with a record date after the Effective Time theretofore paid with respect to such Northgate Shares.
In a timely and expeditious manner, Northgate shall take all such actions and do all such acts and things as are specified in the Interim Order, the Plan of Arrangement (including issuing the Northgate Shares and any other securities contemplated pursuant to section 3.1 of the Plan of Arrangement) and the Final Order to be taken or done by Northgate.
Certificates representing former Primero Shares, other than those to which Article 4 applies, shall represent only the right to receive the Northgate Shares to which the former Primero Shareholder is entitled to receive pursuant to the Arrangement.
As at July 11, 2011 there were: (i) 291,975,845 Northgate Shares outstanding; (ii) Northgate Options to acquire an aggregate of 9,275,750 Northgate Shares; and (iii) no preference shares were issued and outstanding.
The only votes of the holders of any class or series of the Northgate Shares, Northgate Options or other securities of Northgate necessary to approve this Agreement and the Arrangement and the transactions contemplated hereof or thereby is the approval of the Northgate Resolution.
No fractional Northgate Shares will be issued by Northgate to any holder of Converted Northgate Primero Options on any exercise thereof, and the number of Northgate Shares issued at any time shall be rounded down to the next whole number of Northgate Shares with no compensation for any fractional interest.