Old Shares definition
Examples of Old Shares in a sentence
For example: (i) if none of the Old Shares are vested as of the date that the New Shares are issued, then none of the New Shares will be vested when issued, (ii) if, from time to time, 25% of the Old Shares become vested at any later date, then 25% of the New Shares shall also become vested on that date; and (ii) if all of the Old Shares are vested on a date, then all of the New Shares shall be vested on that date.
At or after the Effective Time, there shall be no transfers on the stock transfer books of the Surviving Corporation of Old Shares.
Instead, PNC will pay or cause to be paid to the holder of any Old Shares that would, pursuant to paragraph 2.1, otherwise be entitled to receive fractional shares of PNC Common Stock an amount in cash, rounded to the nearest cent and without interest, equal to the product of (i) the fraction of a share to which such holder would otherwise have been entitled and (ii) the Measurement Price.
At or after the Effective Time, there shall be no transfers on the stock transfer books of PNC or the Company of Old Shares.
I further request that if the stock certificate(s) for Old Shares being tendered herewith (if any) is for more shares of Common Stock than are needed to pay the purchase price, that a new stock certificate for the extra shares represented by the certificate(s) delivered herewith be issued and delivered to me.
Old Shares shall cease to be outstanding, shall be canceled and retired and shall cease to exist, and each holder of a certificate (an “Old Certificate”) formerly representing Old Shares shall thereafter cease to have any rights with respect to such shares, except the right to receive, without interest, upon exchange of such Old Certificate in accordance with Section 2.3, the Consideration.
Instead, Parent will pay or cause to be paid to the holder of any Old Shares that would, pursuant to paragraph 2.1, otherwise be entitled to receive fractional shares of Parent Common Stock an amount in cash, rounded to the nearest cent and without interest, equal to the product of (i) the fraction of a share to which such holder would otherwise have been entitled and (ii) the Measurement Price.
If, after the Effective Time, Old Shares are presented to Merchants, they shall be canceled and exchanged for the Merger Consideration deliverable in respect thereof pursuant to this Agreement in accordance with the procedures set forth in this Section 2.02.
Prior to the Effective Time, BDC shall collect from the shareholders of BDC the fully executed transmittal letters, any certificates representing the Old Shares, and such other documentation as may reasonably be requested by Merchants (including any bond or other indemnity satisfactory to Merchants if any of such certificates are lost, stolen or destroyed) (collectively, the “Transmittal Documents”).
The CEO Trust is the sole beneficial owner of the Old Shares and has good title to the Old Shares, free and clear of all Liens (other than transfer restrictions under applicable securities Laws and other than as set forth in the Company Certificate of Incorporation, the A&R Company Dual Class Charter or the bylaws of Hims).