VDC Shares definition

VDC Shares is defined in Section 3.2(b).
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Examples of VDC Shares in a sentence

  • At Closing (as defined in the Purchase Agreement), the Buyer shall deliver to the Escrow Agent in furtherance of Section 4(b) of the Stipulation and subject to adjustment provided for in paragraph 8 below, 5.3 million newly issued shares of common stock, par value $2.00 per share, of Buyer (the "VDC Shares").

  • In the event none of the Failure Conditions shall occur, the Escrow Agent's appointment shall automatically terminate upon the distribution of all of the Escrowed Funds and VDC Shares in accordance herewith.

  • The Cash Funds and/or any and all VDC Shares delivered to Seller pursuant to this Section 3.3(a) shall be credited against and considered a part of the Closing Purchase Price and shall be held and distributed by Seller to the creditors (or provision shall be made for the ultimate distribution of such amounts and/or Shares to creditors upon the final resolution of any disputed amounts payable or claims against Seller) in accordance with the provisions of a further order of the Court.

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  • Buyer shall deliver to and deposit with Trustee the portion of the Cash Funds and the number of VDC Shares necessary to satisfy Seller's indebtedness to its creditors and claimants in the amounts and manner as set forth in the Debt Schedule.

  • Notwithstanding any other provision of ------------------------ the Agreement to the contrary, no distribution of the Escrowed Funds or VDC Shares shall be made under this Agreement or otherwise, unless the Escrow Agent has the written consent of Buyer, Debtor and the Committee to any such proposed distribution, which consent shall not be unreasonably withheld.

  • The VDC Shares delivered by Buyer at Closing will be validly and legally issued, free and clear of any and all Liens, and will be fully paid and non-assessable, except that in the event the Court does not declare that the issuance of the VDC Shares are under a plan in Seller's bankruptcy case pursuant to Bankruptcy Code ss.1145, the VDC Shares shall be "restricted securities" pursuant to Rule 144 promulgated under the Act and except for the restrictions on resale set forth in Section 7.6 hereof.

  • As soon as practicable after the Effective Date, Purchaser shall promptly deliver to Seller the Cash Payment and all certificates representing the VDC Shares, and Seller shall promptly deliver to Purchaser all certificates representing the Fox Shares, in each case duly endorsed in blank or accompanied by a duly executed stock transfer power.

  • Seller shall retain such VDC Shares until such time as a disposition occurs to its stockholders pursuant to an effective registration statement in accordance with the provisions of Section 7.6 hereof.

  • This Agreement shall automatically terminate upon the distribution by the Closing Escrow Agent, of all of the Closing Escrowed Funds (as defined below), MAC Shares, MAC Warrants, the Reissued Shares and Warrant and VDC Shares (as defined below) in accordance herewith.

Related to VDC Shares

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

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

  • H Shares means the overseas-listed foreign invested shares in the share capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong Dollars;

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

  • Merger Shares has the meaning set forth in Section 2.2(c).

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

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

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.

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

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

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

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

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

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

  • Class C Shares means shares of the Class C Common Stock.

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

  • Coop Shares Shares issued by a Cooperative Corporation.

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

  • 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.

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

  • Public Shares means the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Series B Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, of the Company.

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share.

  • Series D Shares means shares of Series D Convertible Preferred Stock, par value $0.001 per share of the Company and having the rights, privileges, preferences and restrictions set forth in the Charter.

  • Class B Shares means the Class B ordinary Shares in the capital of the Company of $0.0001 nominal or par value designated as Class B Shares, and having the rights provided for in these Articles.

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