Exchangeable Shares definition
Examples of Exchangeable Shares in a sentence
The Trustee will exercise each vote attached to the Special Voting Share only as directed by the relevant Beneficiary and, in the absence of any instructions, will not exercise voting rights with respect to the applicable Exchangeable Shares.
Subject to the overriding call rights described under ‘Call Rights’ below, each holder of Exchangeable Shares (each a “Holder”) will be entitled to redeem such Holder’s Exchangeable Shares, in whole or in part, at any time and from time to time (including at a time immediately prior to an insolvency event of New ParentCo, liquidation event of New ParentCo, or certain fundamental transactions involving New ParentCo), for the Exchange Price, to be satisfied by the delivery of New ParentCo Shares.
Unless the U.S. Registration Statement is effective, during the 40-day distribution compliance following the date of such delivery, any New ParentCo Shares issued or delivered to a non-U.S. Holder upon exchange of Exchangeable Shares may not be resold over the Nasdaq or otherwise into the United States, and procedures will be established to ensure a non-U.S. Holder complies with this limitation on resale.
The Holders of Exchangeable Shares will, subject to applicable law and the overriding call rights described under “Call Rights” below, be deemed to have exercised their retraction right immediately prior to the effective date of such liquidation event.
Tax Matters ExchangeCo shall make an election under section 191.2 of the Tax Act in respect of the Exchangeable Shares.