Purchase Consideration Shares definition

Purchase Consideration Shares has the meaning ascribed to it in Clause 3.
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Purchase Consideration Shares means 31,650,000 common shares in the capital of Grown Rogue.
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Purchase Consideration Shares has the meaning ascribed to it in Clause 3. “Purchaser’s Warranties” means the representations, warranties and undertakings on the part of the Purchaser set out in Clause 5.2. “Sale Shares” has the meaning ascribed to it at Recital (A). “S$” mean the official currency of the Republic of Singapore. “Vendor’s Warranties” means the representations, warranties and undertakings on the part of the Vendor set out in Clause 5.1. “Warranties” means, collectively, the Vendor’s Warranties and the Purchaser’s Warranties, and “Warranty” shall mean any one of such Warranties.
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Examples of Purchase Consideration Shares in a sentence

  • Purchaser has the absolute and unrestricted right, power and authority to enter into and to perform its obligations under this Agreement; and the execution, delivery and performance by Purchaser of this Agreement, and the authorization, issuance (or reservation for issuance) and delivery of the Purchase Consideration Shares have been duly authorized by all necessary action on the part of Purchaser and its Board.

  • The aggregate consideration for the transfer of the Sale Shares from the Vendors to the Holdco shall be US$1 per Sale Share, which shall be fully satisfied by the allotment and issuance of an aggregate of 16,644 ordinary shares in the Holdco at an issue price of US$1 per share, credited as fully paid up otherwise than in cash, to the Vendors and/or its/their nominees, in such proportion as specified against each of its name in Schedule 1 ("Purchase Consideration Shares").

  • Buyer will use reasonable efforts to obtain the consents listed on Schedule 1.1(a) (the "Buyer Required Consents") and the approval of Amex with respect to the Purchase Consideration Shares.

  • The Purchase Consideration Shares are duly authorized and, when issued and paid for in accordance with this Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by Buyer other than restrictions on transfer provided for in this Agreement.

  • Other than for the prior approval of NYSE Amex, no further approval or authorization of any stockholder, the board of directors of the Purchaser or others is required for the issuance and sale of the Purchase Consideration Shares.

  • The Purchase Consideration Shares are duly authorized and, when issued and paid for in accordance with this Agreement, will be duly and validly issued, fully paid and non-assessable, free and clear of all Encumbrances other than restrictions on transfer provided for in this Agreement.

  • At the Closing, the Purchase Consideration Shares will have been duly listed on Amex.

  • Buyer is not, and as a result of the sale of the Purchase Consideration Shares contemplated hereby will not be, an open-end investment company, a unit investment trust or a face-amount certificate company registered or required to be registered or a closed end investment company required to be registered, but not registered under the United States Investment Company Act of 1940, as amended.

  • The issue and sale of the Purchase Consideration Shares will not obligate Buyer to issue shares of common stock or any other securities to any Person (other than Seller) and will not result in a right of any holder of Buyer securities to adjust the exercise, conversion, exchange or reset price under such securities.

  • In consideration of the Company Securities, Buyer agrees to issue to Seller at Closing 2,500,000 shares of common stock of Buyer, par value $0.001, subject to equitable adjustment in the event that, prior to the Closing Date, there is any share split, subdivision, combination, share dividend, extraordinary dividend or reorganization involving shares of common stock of Buyer ("Purchase Consideration Shares").


More Definitions of Purchase Consideration Shares

Purchase Consideration Shares has the meaning set forth in Section 0.
Sample 1
Purchase Consideration Shares means the shares of common stock of Buyer to be issued to Seller on the Closing Date of the transactions contemplated by the Securities Purchase Agreement.
Sample 1
Purchase Consideration Shares has the meaning set forth in §2.3(b) to this Agreement;
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Related to Purchase Consideration Shares

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $400,000,000, your Sale Bonus would be $400,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

  • Share Consideration has the meaning given to it in Section 2.2;

  • Stock Consideration has the meaning set forth in Section 2.01(c).

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

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;

  • Base Consideration is defined in Section 2.2.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.

  • Payment Shares has the meaning set forth in Section 2.02;

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

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

  • Sold Shares shall have the meaning specified in Section 6.

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

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

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

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

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Escrowed Shares has the meaning set forth in Section 2.4.

  • Equity Consideration has the meaning set forth in Section 2.3(b)(ii).

  • Earnout Shares has the meaning set forth in Section 3.6(a).