Common use of Outstanding Shares Clause in Contracts

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 shares of Pubco Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement.

Outstanding Shares. On the Closing Date, accounting for the required cancellations and issuance of 25,005,544 Pubco Common Stock to the Selling Shareholders, Pubco will have no more than 7,669,521 46,505,544 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital stock of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco will shall have no more than 7,669,521 55,000,000 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by share cancellations described in this Agreement.

Outstanding Shares. On the Closing Date, Pubco will have no not more than 7,669,521 95,366,525 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the cancellation and issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by in this Agreement, and to the private placement agreement referenced in below article 6.13.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 25,000,000 shares of Pubco Common Stock issued and outstanding immediately prior after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellations described herein.

Outstanding Shares. On the Closing Date, not including the Pubco will Shares issuable to the Selling Shareholder, Pubco shall have no more than 7,669,521 40,000,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of Pubco, assuming all the Pubco Settlement Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementare issued.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 10,206,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco will shall have no more than 7,669,521 12,264,146 issued and outstanding shares of Pubco Common Stock issued and outstanding immediately prior to the issuance 78,030,877 convertible preferred shares of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementSubco.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 3,387,500 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital stock of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement.Pubco, consisting of:

Outstanding Shares. On the Closing Date, taking into account the issuance to the Priveco Interestholders and the cancellation of Pubco common stock contemplated by this Section 5.2(e), Pubco will have no more than 7,669,521 60,001,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco will have issued and outstanding no more than 7,669,521 78,175,000 shares of Pubco Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 55,000,000 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellations described herein.

Outstanding Shares. On the Closing DateDate and subject to any financing approved by Priveco, Pubco will have no more than 7,669,521 81,186,516 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellation described herein.

Outstanding Shares. On the Closing Date, not including the Pubco will Shares issuable to the Selling Shareholders, Pubco shall have no more than 7,669,521 5,266,089,296 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of Pubco, assuming all the Pubco Settlement Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementare issued.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 39,750,000 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementShares.

Outstanding Shares. On the Closing Date, Pubco will have issued and outstanding no more than 7,669,521 38,845,827 shares of Pubco Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 55,500,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 7,490,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 185,000,000 shares of Pubco Common Stock issued and outstanding immediately prior after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellations described herein.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 55,234,603 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellations described herein.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 46,816,615 shares of Pubco Common Stock common stock issued and outstanding immediately outstanding, prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementprovided for herein.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 100,000,000 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementHE Capital Shares.

Outstanding Shares. On Immediately after the Closing Date, Pubco will have no more than 7,669,521 14,100,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco will shall have no more than 7,669,521 12,264,146 issued and outstanding shares of Pubco Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will Subco shall have no more than 43,767,021 shares Pubco one (1) issued and outstanding share of Subco Common Stock and 3,048,750 Pubco Warrants no issued and outstanding immediately after the issuance shares of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementSubco Preferred Stock.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 68,981,167 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of Pubco, including the 4,976,350 common shares in the capital of Pubco Shares issued in the Financing and following the cancellation of 8,375,000 common shares in the capital of Pubco Warrants as contemplated currently held by this Agreement Xxxx Xxxxxxxx and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementXxxxx Xxxx.

Outstanding Shares. On the Closing DateDate and subject to any financing approved by Priveco, Pubco will have no more than 7,669,521 81,186,516 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Common Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellation described herein.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 80,018,796 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementShares.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 100,000 shares of Pubco Common Stock issued and outstanding immediately prior after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellations described herein.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 20,300,000 shares of Pubco Common Stock issued and outstanding outstanding, excluding any shares issued pursuant to the Consultant Agreement, and immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco any Conversion Shares and the Pubco Warrants as contemplated by this Agreement.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 38,665,200 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco PubCo will have no more than 7,669,521 38,500,000 shares of Pubco PubCo Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately outstanding, after the issuance of the Pubco Private Placement Shares and after the Pubco Warrants cancellation of the Grant Shares as contemplated by this Agreement.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 48,200,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of Pubco, following the Pubco Shares Share Split and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 cancellation of 220,000,000 post Share Split restricted shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementcommon stock.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 32,500,000 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco, not including such number of common shares in the capital of Pubco issued pursuant to the issuance Financing and following the cancellation of 37,700,000 common shares in the capital of Pubco Shares and the Pubco Warrants as contemplated currently held by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementXxxxxx XxXxxxxx.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 32,500,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of Pubco, not including the 8,000,000 common shares in the capital of Pubco Shares issued in the CW1014752.10 Financing and following the cancellation of 5,000,000 common shares in the capital of Pubco Warrants as contemplated currently held by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementXxxxxx XxXxxxxx.

Outstanding Shares. On the Closing Date, Pubco will have no not more than 7,669,521 3,575,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, not including the Pubco Shares issuable to the Selling Shareholders, Pubco will have no more than 7,669,521 172,000,000 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement.Pubco, consisting of:

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 2,140,000 shares of Pubco Common Stock issued and outstanding immediately prior on the Closing Date, notwithstanding the shares to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by be issued in this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementtransaction.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 419,171 shares of Pubco Common Stock issued and outstanding immediately prior to on the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementClosing Date.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 72,700,000 shares of Pubco Common Stock issued and outstanding immediately prior after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellations described herein.

Outstanding Shares. On the Closing Date, Pubco PubCo will have no more than 7,669,521 10,400,000 shares of Pubco PubCo Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately PubCo Shares, following a two-for-one share consolidation, after the issuance of the Pubco Private Placement Shares and after the Pubco Warrants cancellation of the Xxxxxxxxxx Shares as contemplated by this Agreement.

Outstanding Shares. On the Closing DateDate (after taking into consideration the shares of Pubco Common Stock to be issued to the Selling Shareholder pursuant to this Agreement), Pubco will have no more than 7,669,521 50,966,068 shares of common stock issued and outstanding; not including (i) the Pubco Common Stock issued and outstanding immediately prior to the issuance issuable upon conversion of the Pubco Shares Series A Preferred Stock and warrants sold in the Pubco Warrants as contemplated by this Agreement Financing and will have no more than 43,767,021 shares (ii) the Pubco Common Stock and 3,048,750 Pubco Warrants issued and underlying the warrants outstanding immediately after on the issuance date of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement.

Outstanding Shares. On the Closing Date, including the Pubco Shares issuable to the Selling Shareholders, Pubco will have no more than 7,669,521 68,060,001 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 a maximum of 680,563,333 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital stock of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement.Pubco, consisting of:

Outstanding Shares. On the Closing DateDate and subject to any financing approved by Priveco, Pubco will have no more than 7,669,521 49,000,000 shares of Pubco Common Stock issued and outstanding immediately prior after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellation described herein.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 14,295,480 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of Pubco, not including the 1,200,000 common shares in the capital of Pubco Shares and issued in the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementFinancing.

Outstanding Shares. On the Closing DateDate and subject to any financing approved by Priveco, Pubco will have no more than 7,669,521 66,602,480 common shares of Pubco Common Stock issued and outstanding immediately prior in the capital of Pubco after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellation described herein.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 99,533,333 common shares of Pubco Common Stock issued and outstanding immediately prior to in the issuance capital of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this AgreementPubco.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 6,033,096 shares of Pubco Common Stock issued and outstanding immediately prior to the issuance of the Pubco Common Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares 19,033,096shares of Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants Common Stock as contemplated by this Agreement.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 266,000,000 shares of Pubco Common Stock issued and outstanding immediately prior after giving effect to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementshare cancellations described herein.

Outstanding Shares. On the Closing DateDate and immediately before the issuance of the Pubco Shares and not including any shares issued in connection with the Financing, Pubco will have no more than 7,669,521 25,031,246 shares of Pubco Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreementoutstanding.

Outstanding Shares. On the Closing Date, Pubco will have no more than 7,669,521 23,000,000 shares of Pubco Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants Private Placement Units as contemplated by this Agreement and will have no more than 43,767,021 50,500,000 shares of Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants Private Placement Units as contemplated by this Agreement.. D/CZM/678915.4