Royale Shares definition

Royale Shares means shares of capital stock of Royale Energy, Inc. a California corporation.
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Royale Shares means shares of capital stock of Royale Energy, Inc. a California corporation. “Royale Stockholder” means a holder of Royale Common Stock or Royale Preferred Stock. “Royale Stockholders Meeting” has the meaning set forth in Section 6.02(b). “SEC” has the meaning set forth in Section 6.02(a). “SEC Reports” has the meaning set forth in Section 5.06. “Securities Act” means the Securities Act of 1933, as amended. “Section 351 Plan” means the Section 351 Plan of Merger and Exchange in the form attached hereto as Exhibit D. “Series B Preferred Stock” has the meaning set forth in the recitals. “Shares” means Royale Shares or Matrix Shares or shares of capital stock of any Constituent Corporation as the context may require. “Stockholder” means a Matrix Stockholder, a Royale Stockholder or a Parent Stockholder, as the context shall require. “Subsidiary” means, when used with respect to any party, any corporation or other organization, whether incorporated or unincorporated, a majority of the securities or other interests of which having by their terms ordinary voting power to elect a majority of the board of directors or others performing similar functions with respect to such corporation or other organization is directly or indirectly owned or controlled by such party or by any one or more of its subsidiaries, or by such party and one or more of its subsidiaries. “Taxes” means all federal, state, local, foreign and other income, gross receipts, sales, use, production, ad valorem, transfer, franchise, registration, profits, license, lease, service, service use, withholding, payroll, employment, unemployment, estimated, excise, severance, environmental, stamp, occupation, premium, property (real or personal), real property gains, windfall profits, customs, duties or other taxes, fees, assessments or charges of any kind whatsoever, together with any interest, additions or penalties with respect thereto and any interest in respect of such additions or penalties. “Tax Return” means any return, declaration, report, claim for refund, information return or statement or other document relating to Taxes, including any schedule or attachment thereto, and including any amendment thereof. 14 “Union” has the meaning set forth in Section 5.17(b). ARTICLE II
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Examples of Royale Shares in a sentence

  • Each issued and outstanding share of Royale Common Stock immediately prior to the Royale Merger Effective Time, other than Excluded Royale Shares and Dissenting Shares, shall be converted into one share of Parent Common Stock at the Royale Merger Effective Time (the number of Parent shares into which one share of Royale common stock converts is the “Royale Conversion Ratio” and represents the “Royale Merger Consideration”).

  • All such United Royale Shares shall be duly authorized and validly issued as fully paid and non-assessable.

  • Immediately after effectuating the exchange of Assets for the Royale Shares, Crown shall liquidate and distribute all of the Royale Shares to its shareholders.

  • The Royale Shares issuable pursuant to this Plan of Reorganization will be "restricted securities" within the meaning of Rule 144 under the Securities Act of 1933, as amended (the "Act"), and will contain a legend restricting transfer thereof without registration under the Act and applicable state securities laws or an exemption therefrom.

  • Concurrently with such Beneficiary ceasing to be a holder of Exchangeable Shares, the Beneficiary shall be considered and deemed for all purposes to be the holder of the United Royale Shares delivered to it pursuant to the Exchange Right.

  • United Royale hereby represents, warrants and covenants that the United Royale Shares issuable as described herein will be duly authorized and validly issued as fully paid and non assessable.

  • A holder of an Exchangeable Share shall not be entitled to any fraction of a United Royale Share upon the exercise of the Exchange Right or Automatic Exchange Right hereunder and no certificates or other evidence of ownership representing any such fractional interest shall be issued but rather the number of United Royale Shares issuable shall be rounded down to the nearest whole number without payment in respect of such fractional share.

  • United Royale agrees not to communicate with holders of United Royale Shares with respect to such written materials otherwise than by mail unless such method of communication is also reasonably available to the Trustee for communication with the Beneficiaries.

  • Upon the request of a Beneficiary and the surrender by the Beneficiary of Exchangeable Share certificates deemed to represent United Royale Shares, duly endorsed in blank and accompanied by such instruments of transfer as United Royale may reasonably require, United Royale shall deliver or cause to be delivered to the Beneficiary certificates representing the United Royale Shares of which the Beneficiary is the holder.

  • United Royale agrees not to communicate with holders of United Royale Shares with respect to the materials referred to in this Section 4.3 otherwise than by mail unless such method of communication is also reasonably available to the Trustee for communication with the Beneficiaries.

Related to Royale Shares

  • Sale Shares means [Insert total number of shares of the Company] Shares, representing 100 percent of the total issued, subscribed and fully paid-up equity share capital of the Company held by the Shares Seller and Nominees as more particularly described in Annexure A attached hereto;

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

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

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

  • Purchase Shares has the meaning set forth in Section 2.2(a) hereof.

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

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

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

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

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

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

  • Target Shares means all the issued and unconditionally allotted share capital in the Target and any further shares in the capital of the Target which may be issued or unconditionally allotted pursuant to the exercise of any outstanding subscription or conversion rights or otherwise together with all related rights.

  • Founders’ Shares means 1,000 shares with a par value of $1 per share, 500 of which were issued to MACRO Securities Depositor, LLC and 500 of which were issued to Claymore Securities, Inc., in exchange for the Initial Deposit.

  • Coop Shares Shares issued by a Cooperative Corporation.

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

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • 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.

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

  • Remaining Shares has the meaning set forth in Section 4.1.2.

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

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

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

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

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

  • Net Shares has the meaning provided in Section 2.12 hereof.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.