Shareholder Shares definition

Shareholder Shares means all Shares and all other securities in the capital of Xxxxxx including, but not limited to, Options, SDRs, owned by the Shareholder, including (i) all Shares issuable upon the exercise of Options, SDRs, owned by the Shareholder; (ii) all Shares underlying SDRs owned by the Shareholder; and (iii) all securities of Xxxxxx or of any holding body corporate for securities issued by Xxxxxx, issued or acquired in lieu of or in replacement for or in consideration of all or any of such Shares, Options, SDRs or any interest in the Shareholder, all of which is set forth in Schedule B;

Shareholder Shares means all Pan American Shares owned legally or beneficially, either directly or indirectly, by the Shareholder or over which the Shareholder exercises control or direction, including (i) the Pan American Shares set forth in Schedule A hereto, (ii) all Pan American Shares issuable upon the exercise of Convertible Securities, including the Pan American Options and Pan American RSUs set forth in Schedule A hereto, and (iii) all Pan American Shares acquired by the Shareholder after the date of this Agreement and prior to the Pan American Meeting..

Shareholder Shares means all Orezone Shares, directly or indirectly owned by the Shareholder or an affiliate of the Shareholder or over which the Shareholder or an affiliate of the Shareholder exercises voting control, as set out in Schedule A attached hereto, together with all additional Orezone Shares directly or indirectly acquired or over which control or direction is acquired subsequent to the date hereof by the Shareholder or any affiliate of the Shareholder, including, but not limited to, the Orezone Shares acquired by the Shareholder or by an affiliate of the Shareholder pursuant to the exercise of the rights of the Shareholder under the Shareholder Orezone Convertible Securities;

Examples of Shareholder Shares in a sentence

• Except for the representations and warranties expressly set forth in this Article II, Shareholder has not made, and is not making, any representation or warranty, whether express or implied, to Parent with respect to Shareholder, the Shareholder Shares or any other information made available to Parent related to the Transactions.

• Other than as expressly provided in this Agreement, Shareholder has, and will have at all times through the Expiration Time (as defined below), full and sole power to vote (including the right to control such vote as contemplated herein), full and sole power of disposition and full and sole power to agree to all of the matters set forth in this Agreement, in each case, with respect to all of the Shareholder Shares.

• Notwithstanding the foregoing, Shareholder hereby agrees to permit Parent and the Company to publish and disclose in filings with the SEC, including the Proxy Statement and all documents filed or furnished in connection therewith, and in the press release announcing the Transactions, (a) a copy of this Agreement, (b) Shareholder’s identity and beneficial ownership of Shareholder Shares and (c) the nature of Shareholder’s commitments, arrangements and understandings under this Agreement.

• Except as otherwise provided herein, nothing contained in this Agreement shall be deemed to vest in Parent any direct or indirect ownership or incidence of ownership of or with respect to the Shareholder Shares.

• This Agreement has been duly executed and delivered by Shareholder, and, in the event Shareholder is an individual and is married and any Shareholder Shares constitute community property or otherwise require spousal approval in order for this Agreement to be a legally valid and binding obligation of Shareholder, this Agreement has been duly executed and delivered by Shareholder’s spouse.

More Definitions of Shareholder Shares

Shareholder Shares means (i) all Ordinary Shares Beneficially Owned by the Shareholder Parent on the Closing Date, immediately after giving effect to the Closing; and (ii) all Ordinary Shares or Other Shares issued to the Shareholder in respect of any such Securities or into which any such Securities shall be converted or exchanged in connection with stock splits, reverse stock splits, stock dividends or distributions, combinations or any similar recapitalizations, reclassifications or capital reorganizations occurring after the Closing.

Shareholder Shares means all Company Shares held of record or Beneficially Owned by Shareholder, whether currently issued and outstanding or hereinafter acquired, including, without limitation, by exercising any Company Option, or the vesting of any Company RSU or Company PSU held of record or Beneficially Owned by Shareholder.

Shareholder Shares shall have the meaning in Section 2(b).

Shareholder Shares means Investment Corp.

Shareholder Shares means Voting Securities Beneficially Owned by the S Shareholders or by Oxford, as the case may be;

Shareholder Shares means any Company Stock owned directly or indirectly by the Shareholders. As to any particular shares constituting Shareholder Shares, such shares will cease to be Shareholder Shares (A) upon the occurrence of a Public Offering, (B) upon the termination of this Agreement, or (C) when they have been (i) effectively registered under the Securities Act and disposed of in accordance with the registration statement covering them, or (ii) sold to the public through a broker, dealer or market maker pursuant to Rule 144 (or by similar provision then in force) under the Securities Act.

Shareholder Shares means any Ordinary Shares held by the Shareholders.