Purchaser Consideration Shares definition

Purchaser Consideration Shares has the meaning set forth in Section 2.01.
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Purchaser Consideration Shares means 20% of the securities of the Purchaser, being 200 common shares in the capital of the Purchaser;
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Purchaser Consideration Shares means the 11,666,667 Purchaser Common Shares to be issued to the Vendors, as set forth under Column C on Schedule 3.1;
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Examples of Purchaser Consideration Shares in a sentence

  • The Purchaser has all necessary corporate power, authority and capacity to enter into this Agreement and the other agreements contemplated herein and to carry out its obligations hereunder and thereunder, inclusive of issuing the Purchaser Consideration Shares.

  • At the Closing Time, subject to Section 3.4 the Purchaser shall issue to the Vendors the Purchaser Consideration Shares (at a deemed issuance price of $0.15 per share) in each case in accordance with each Vendor’s Pro Rata Share in such amounts as set forth opposite such Vendor’s name in Column C of Schedule 3.1, as full and final consideration for the Purchased Shares.

  • To the Knowledge of the Purchaser, there are no facts not disclosed in this Agreement which, if learned by the Vendors, might reasonably be expected to materially diminish the Vendor’s evaluation of the value of the Purchaser Consideration Shares, the Purchaser or which, if learned by the Vendor’s, might reasonably be expected to deter the Vendor’s from completing the sale of the Purchased Shares on the terms of this Agreement.

  • The aggregate amount payable by the Purchaser for the Purchased Shares (the “Purchase Price”) shall be deemed to be $1,750,000, exclusive of all applicable sales and transfer Taxes, which Purchase Price shall be satisfied by the delivery of the Purchaser Consideration Shares.

  • The Purchaser Consideration Shares to be issued to the Vendors will, when issued in accordance with the terms of this Agreement, be duly authorized and validly issued as fully paid and non-assessable shares in the capital of the Purchaser.

  • The Purchaser has, or will at the Closing Time have, received all required consents and approvals from any Canadian Governmental Authorities for the issuance of the Purchaser Consideration Shares.

Related to Purchaser Consideration Shares

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

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

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

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

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

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

  • 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.

  • Purchaser Warrants means Purchaser Private Warrants and Purchaser Public Warrants, collectively.

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

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

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

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Merger Consideration has the meaning set forth in Section 3.1(a).

  • Initial Shares means a number of Registrable Securities equal to the lesser of (i) the total number of Registrable Securities and (ii) one-third of the number of issued and outstanding shares of Common Stock that are held by non-affiliates of the Company on the day immediately prior to the filing date of the Initial Registration Statement.

  • 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.