CDI Shares definition
Examples of CDI Shares in a sentence
All of the CDI Shares are duly authorized and validly issued, fully paid and non-assessable.
On the Closing Date, the Shareholders will deliver to EVLO the certificates representing the CDI Shares, duly endorsed for transfer (or with executed stock powers) so as to convey good and marketable title to the CDI Shares to EVLO, and, promptly thereafter, EVLO will cause its transfer agent to deliver certificates evidencing the EVLO Shares to the Shareholders in accordance with Schedule A hereto.
Except as set forth in Schedule 4.2.4(b) to the Disclosure Schedule, (i) there are no options, warrants or rights of conversion of CDI obligating CDI to issue or sell any of its shares of capital stock and (ii) there are no voting trusts, stockholder agreements, proxies or other agreements in effect with respect to the voting or transfer of the CDI Shares.
All of the issued and outstanding CDI Shares are duly authorized, validly issued, fully paid, nonassessable and free of all pre-emptive rights.
Notwithstanding any other provision of this Scheme, while New URI Shares (or, at the election of a Scheme Shareholder, CDI Shares) forming the Scheme Consideration must be issued (and the relevant register updated to record their issuance) on the Implementation Date, any requirements under clause 5 for the sending of share certificates, holding statements or allotment advices may be satisfied within 10 Business Days after the Implementation Date.
This cooperation has been granted regulatory approval by relevant competition law authorities.
The CDI Shareholders have full right, power, and authority to transfer, assign, convey, and deliver their respective CDI Shares; and delivery of such CDI Shares at the Closing will convey to the Company good and marketable title to such CDI Shares free and clear of any claims, charges, equities, liens, security interests, and encumbrances except for any such claims, charges, equities, liens, security interests, and encumbrances arising out of such CDI Shares being held by the Company.
Until the certificate(s) is or are surrendered, each certificate(s) that immediately prior to the Effective Time represented any outstanding shares of CDI Shares shall be deemed at and after the Effective Time to represent only the right to receive upon surrender as aforesaid pro rata portion of the Merger Shares as specified in Section 1.6(b) for the holder thereof or to perfect any rights of appraisal that such holder may have pursuant to the applicable provisions of the DGCL.
Shareholders are the sole record and beneficial owners of the CDI Shares, all of which shares are owned free and clear of all rights, claims, liens and encumbrances, and have not been sold, pledged, assigned or otherwise transferred except pursuant to this Agreement.
The Shareholders own all of the issued and outstanding common stock of CDI, consisting of 10,000,000 shares of common stock, $.001 par value per share (the "CDI Shares").