Promote Shares definition

Promote Shares means the shares of Pubco Class A Common Stock to be received by Sponsor Holdco pursuant to the SPAC Merger.
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Promote Shares. As defined in Section 3.2(a).
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Promote Shares means 7,187,500 SPAC Class B Ordinary Shares or any other Equity Securities of SPAC or HoldCo into which such SPAC Class B Ordinary Shares are converted or for which such SPAC Class B Ordinary Shares are exercised or exchanged (including by reason of any Equity Adjustment or any of the Transactions).
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Examples of Promote Shares in a sentence

  • Investor shall not be subject to forfeiture, surrender, claw-back, transfers, disposals, exchanges or earn-outs for any reason on the Promote Shares.

  • Investor is able to bear the economic risk of its investment in the Promote Shares for an indefinite period of time and able to sustain a complete loss of such investment.

  • No broker, finder or intermediary has been paid or is entitled to a fee or commission from or by Investor in connection with the acquisition of the Promote Shares nor is Investor entitled to or will accept any such fee or commission.

  • Investor understands that no federal or state agency has passed upon or made any recommendation or endorsement of the offering of the Promote Shares.

  • If an entity, Investor is duly organized and existing under the laws of the jurisdiction in which it was organized and it possesses all requisite power and authority to acquire the Promote Shares, enter into this Agreement and perform all the obligations required to be performed by Investor hereunder.

  • Investor is aware that an investment in the Promote Shares is highly speculative and subject to substantial risks.

  • Investor is sophisticated in financial matters and able to evaluate the risks and benefits of the investment in the Promote Shares.

  • Investor is cognizant of and understands the risks related to the acquisition of the Promote Shares, including those restrictions described or provided for in this Agreement pertaining to transferability.

  • Absent registration or another available exemption from registration, Investor agrees it will not transfer the Promote Shares.

  • Investor’s subscription for, and continued beneficial ownership of, the Promote Shares will not violate any applicable securities or other laws of Investor’s jurisdiction.


More Definitions of Promote Shares

Promote Shares means 42,975,000 Acquiror Cayman Class B Shares or any other Equity Securities of Acquiror into which such Acquiror Cayman Class B Shares are converted or for which such Acquiror Cayman Class B Shares are exercised or exchanged (including by reason of any Equity Adjustment).
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Promote Shares means a number of shares of Class A Common Stock equal to (i) (A) the number of shares of Class A Common Stock issued to KLR Sponsor at the Closing upon conversion of the Class F Common Stock held by KLR Sponsor (as adjusted pursuant to the Amended and Restated Certificate of Incorporation of KLRE, including to take into account the Equity Financing) minus (B) the number of shares of Class A Common Stock transferred to the Subscribers (as defined in the Subscription Agreement) pursuant to the Subscription Agreement minus (C) the number of shares of Class A Common Stock to be distributed by KLR Sponsor to its members, directors and officers in connection with the Closing as described in the KLRE SEC Documents minus (D) the number of shares of Class A Common Stock required to be transferred by KLR Sponsor pursuant to the limited liability company agreement of KLR Sponsor upon consummation of the Transactions multiplied by (ii) 45%.
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Promote Shares for any Purchaser means the shares of Common Stock set forth opposite such Purchaser's name on the attached Schedule 1 under the heading "Promote Shares."
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Promote Shares means the Owned Shares (of which 3,750,000 shares are outstanding) or any other Equity Securities of Acquiror into which such Owned Shares are converted.
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Related to Promote Shares

  • Note Shares means the shares of Common Stock issuable upon conversion of the Notes.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

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

  • Subscriber Shares means the Shares which the subscribers to the Instrument of the ICAV agree to subscribe for as more particularly hereinafter set forth after their names.

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Coop Shares Shares issued by a Cooperative Corporation.

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

  • Purchased Shares has the meaning set forth in Section 2.01.

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

  • Purchased Units means with respect to each Purchaser, the number of Common Units as set forth opposite such Purchaser’s name on Schedule A hereto.

  • Unit Shares means the Common Shares comprising part of the Units;

  • ASA Shares has the meaning set forth in 2.4(a).

  • Offering Shares means the shares of Common Stock included in the units sold in the Offering; (iv) “Placement Shares” shall mean the shares of Common Stock sold as part of the Placement Units; (v) “Placement Warrants” shall mean the Warrants to purchase up to an aggregate of 172,500 shares of Common Stock that are included in the Placement Units; (vi) “Placement Units” shall mean the aggregate of 690,000 Units of the Company (each Placement Unit consists of one-fourth of one Placement Warrant and one Placement Share) sold in the Private Placement for a purchase price of $6,900,000; (vii) “Trust Account” shall mean the trust account into which net proceeds of the Offering and the Private Placement will be deposited; (viii) “Prospectus” shall mean the prospectus included in the registration statement filed by the Company in connection with the Offering, as supplemented or amended from time to time; (ix) “Private Placement” shall mean that certain private placement transaction occurring simultaneously with the closing of the Offering pursuant to which the Company has agreed to sell an aggregate of 690,000 Placement Units to FinTech Investor Holdings VI, LLC (580,000 Placement Units) and Cantor (110,000 Placement Units); (x) “Sponsor” shall mean, collectively, FinTech Investor Holdings VI, LLC, a Delaware limited liability company, and FinTech Masala Advisors VI, LLC, a Delaware limited liability company; (xi) “Insiders” shall mean the Sponsor, any holders of Founder Shares, any person who receives Placement Units, Founder Shares or their respective underlying securities as a Permitted Transferee and each officer and director of the Company; and (xii) references to completion of the Offering shall exclude any exercise of the Underwriters’ over-allotment option.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

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

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • Full Entitlement Share(s) shall have the respective meanings set forth in Section 2.12.

  • New Shares means ordinary or common shares, whether of the entity or person (other than the Share Issuer) involved in the Merger Event or a third party, that are, or that as of the Merger Date are promptly scheduled to be, (i) publicly quoted, traded or listed on an exchange or quotation system located in the same country as the Exchange (or, where the Exchange is within the European Union, in any member of state of the European Union) or on another exchange acceptable to the Issuer and (ii) not subject to any currency exchange controls, trading restrictions or other trading limitations.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Relevant Shares means ordinary share capital of the Approved Entity that constitutes equity share capital or the equivalent (or depositary or other receipts representing the same) which is listed and admitted to trading on a Regulated Market.

  • Placing Shares means the 32,313,130 Shares to be issued by the Company pursuant to the Placing;

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

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