Company Exchange Shares definition

Company Exchange Shares means (i) any shares of Series C Common Stock issued and/or delivered in a Reverse Exchange and (ii) any Available Series B Shares issued and/or delivered in a Dilutive Event Exchange, Fundamental Event Exchange or Voting Power Exchange.
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Company Exchange Shares has the meaning given to such term in Section 3.06(b)(i).
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Company Exchange Shares means the Company Closing Shares and the Earnout Shares collectively. “Company Indemnitees” has the meaning set forth in Section 10(b).
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Examples of Company Exchange Shares in a sentence

  • Nothing contained in this Section V.A. shall affect in any way Buyer's obligations and agreement to comply with all applicable securities laws upon resale of such Company Exchange Shares and/or Conversion Shares.

  • The term "Registerable Securities" means both the Conversion Shares and the Company Exchange Shares as defined in the Securities Purchase Agreement, as well as any shares of Company Common Stock issued as dividends by the Company under the terms of Section 4.1(iii) of the Amendment.

  • Based, in part, upon the several representations and warranties of Buyer and Tadeo set forth in Section XX xxreof, the offer and sale by the Company of the Securities and Company Exchange Shares is exempt from (i) the registration and prospectus delivery requirements of the Securities Act and the rules and regulations of the Commission thereunder and (ii) the registration and/or qualification provisions of all applicable state securities and "blue sky" laws.

  • Wind roses for the frequency and strength of wind speed and direction at the (a) tropopause and at the (b) inversion top.

  • Delivery of such Company Exchange Shares against the delivery of the Cayman Exchange Shares by SkyPeople Cayman pursuant to this Agreement on the Closing Date will pass valid title to such Company Exchange Shares to Xxxxxx Xxxx, free and clear of all Encumbrances.

  • State whether the present and future rent payable by the lessee is sufficient to cover the expenses fairly attribut- able to the leased space.

  • It is the sole and exclusive record and beneficial owner of its portion of the Company Exchange Shares, as set forth in the recitals to this Agreement, free and clear of all Encumbrances.

  • Such Seller has conducted such Seller’s own due diligence on the Company to such Seller’s satisfaction and has such knowledge and experience in financial or business matters that such Seller is capable of evaluating the merits and risks of the investment in the Company Exchange Shares to be purchased hereunder.

  • Xxxxxxxx Schedule 3.1 SELLER’S SHARES Schedule 3.1.1 The following table is intended to be an example of the information to be set forth in the written notice to be delivered by the Sellers’ Representative pursuant to Article 3.1 assuming that the Sellers elect to exchange the maximum number of Company Exchange Shares.

  • The Company Exchange Shares to be acquired by the SkyPeople Parties will be acquired for investment for its own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof, and that the SkyPeople Parties have no present intention of selling, granting any participation in, or otherwise distributing the same.


More Definitions of Company Exchange Shares

Company Exchange Shares means the aggregate number of Company Shares which the Sellers elect, in their sole discretion, to exchange for shares of Parent Common Stock, as designated in the written notice delivered by the Sellers’ Representative pursuant to Article 3.1; provided that the Company Exchange Shares shall be no more than 5,606,656 Company Shares nor less than 4,111,545 Company Shares.
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Company Exchange Shares means the Company Closing Shares and the Earnout Shares collectively.
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Company Exchange Shares. (hereinafter defined), the Purchaser shall issue to Holdings in the Exchange, the following consideration (the “Exchange Consideration”):
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Company Exchange Shares means, subject to the Clawback Right, the Initial Company Exchange Shares and, if any, the Earn-Out Company Exchange Shares.
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Company Exchange Shares means the Exchange Shares less the Blocker Exchange Shares.
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Related to Company Exchange Shares

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

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

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

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

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

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

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Acquired Shares has the meaning set forth in the Recitals.

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

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Private Placement Shares shall have the meaning given in the Recitals hereto.

  • Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.

  • Purchased Securities has the meaning assigned in the Terms;

  • Commitment Shares shall have the meaning set forth in Section 12.04.

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

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

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

  • Share Exchange has the meaning set forth in Section 2.1.

  • Purchased Units means, with respect to a particular Purchaser, the number of Common Units set forth opposite such Purchaser’s name under the column titled “Purchased Units” set forth on Schedule A hereto.

  • Parent Stock means the common stock, par value $0.01 per share, of Parent.

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

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

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

  • Note Shares means the shares of Common Stock issuable upon conversion of the Notes.

  • Buyer Stock means the common stock, par value $0.0001 per share, of Buyer.

  • 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.