Dissenting Share definition

Dissenting Share has the meaning set forth in Section 2.6 below.

Dissenting Share means any Target Share which any stockholder who or which has exercised his or its appraisal rights under the Nevada General Corporation Law holds of record.

Dissenting Share shall have the meaning set forth in Section 1.06.

Examples of Dissenting Share in a sentence

• Each Target Share that is issued and outstanding at the Effective Time will automatically be cancelled and extinguished and (other than a Dissenting Share) converted, without any action on the part of the holder thereof, into a number of Acquisition Shares equal to (i) the total number of Acquisition Shares divided by (ii) the number of Target Shares outstanding immediately prior to Closing.

• Each Dissenting Share shall, as a result of the Merger and without any action on the part of the holder of such Dissenting Share, cease to be outstanding, be cancelled without payment of any consideration therefor and shall cease to exist, subject to any rights the holder thereof may have pursuant to Section 4.2(g) and the TBOC.

• Notwithstanding any provision of this Agreement to the contrary, any Dissenting Share shall not be converted into the right to receive the amount of cash as provided in ‎Section 2.2(b) or any other amounts contemplated by this Agreement, if any, but shall instead be converted into the right to receive such consideration as may be determined to be due with respect to any such Dissenting Share pursuant to the DGCL.

• In the event that a Dissenting Shareholder fails to perfect, effectively withdraws or otherwise waives any right to appraisal, its Genesis Common Shares shall be cancelled and converted as of the Effective Time into the right to receive the Amalgamation Consideration for each such Dissenting Share.

• The Merger Consideration for any Dissenting Share shall be paid over to CVCY pending the determination as to the rights of any Dissenting Share to consideration under applicable laws.

More Definitions of Dissenting Share

Dissenting Share has the meaning set forth in Section 3.1(c)(i).

Dissenting Share means any Company Share held of record by any stockholder who has exercised applicable appraisal rights under the DGCL.

Dissenting Share shall have the meaning set forth in Section 3.01.

Dissenting Share means any share of Company Capital Stock that is issued and outstanding immediately prior to the Effective Time and in respect of which appraisal rights have been perfected prior to the Dissenters Deadline Date in accordance with Section 262 of the DGCL in connection with the Merger.

Dissenting Share means any Target Share held of record by any stockholder who or that has exercised his, her, or its appraisal rights under the Delaware General Corporation Law, as set forth in Section 3.2 of the Disclosure Schedule.

Dissenting Share has the meaning set forth in Section 4.5.

Dissenting Share has the meaning given such term in Section 1.9 of this Agreement.