PE Shares definition
Examples of PE Shares in a sentence
Promptly after the issuance of the PE Shares to PE, PE shall deliver to Newco, in care of Quantech at Quantech's principal offices, at PE's expense the two breadboard instruments identified in Exhibit 9, and shall transfer all of PE's right, title and interest in and to such breadboard instruments to Newco.
There shall not be any court decision, order or injunction by any court or other governmental body that makes the purchase and sale of the PE Shares contemplated hereby illegal or otherwise prohibited.
It is understood that each certificate representing the PE Shares, and any securities issued in respect thereof or exchange therefor shall bear legends in the following forms (in addition to any legend required under applicable state securities laws): "THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933.
After the First Closing and the issuance of 125,000 Neutron PE Shares to Glorious Field in October 2013, Neutron PE has utilised the proceeds from the issuance of the Neutron PE Shares to invest in convertible bonds issued by a Melbourne-based developer which in turn used the proceeds to invest in a trust set up to undertake a residential development project in the central business district of Melbourne.
Holders of the Neutron PE Shares will not be permitted to redeem their Neutron PE Shares.
The PE Shares, when issued, sold and delivered in compliance with the provisions of this Agreement, will be duly and validly issued and will be fully paid and nonassessble and free and clear of all liens and encumbrances and restrictions on transfer, provided, however, that the PE Shares may be subject to restrictions on transfer under state and/or federal securities laws.
Without limiting the foregoing and in furtherance thereof, the Investors agree to use their respective reasonable best efforts to procure that Holdco and Parent effect the consummation of the transactions contemplated by the Share Sale and Support Agreement, pursuant to which, among other things, Premier Education will sell to Parent, and Parent will purchase from Premier Education, immediately prior to the Closing, all of the PE Shares.
If for any reason the Merger fails to occur but the Purchase and Sale Closing contemplated by Article II has already taken place, then each of the parties hereto shall promptly take all such actions as are necessary to unwind the purchase and sale of the PE Shares at the Purchase and Sale Closing and restore each such party to the position it was in as if the Purchase and Sale Closing had not occurred.
The purchase price for the AA Shares is USD$5,495,919,896.06 (the “AA Shares Purchase Price”), payable in immediately available funds in U.S. dollars and no amount shall be withheld in respect of any withholding Taxes, and the purchase price for the L Shares is USD$69,727,693.12 (the “L Shares Purchase Price”), payable in immediately available funds in U.S. dollars and no amount shall be withheld in respect of any withholding Taxes.
As at the date hereof, the Group has invested approximately HK$846 million in a number of investment funds, including existing investment in 125,000 Neutron PE Shares (which the Group, through Glorious Field, invested for a total amount of US$12.5 million (equivalent to approximately HK$96.9 million) in October 2013.