GoalTimer Exchange Shares definition

GoalTimer Exchange Shares means 60,000,000 new investment shares in the capital of GoalTimer to be issued to the Cyber Shareholders in exchange for the Cyber Shares on the basis of 1.2 GoalTimer Exchange Shares for each Cyber Share;

Examples of GoalTimer Exchange Shares in a sentence

  • Subject to and upon the terms and conditions set forth in this Agreement, on the Closing Date, the Cyber Shareholders will sell to GoalTimer, and GoalTimer will purchase all right, title and interest in and to the Cyber Shares by way of the issuance of 60,000,000 GoalTimer Exchange Shares by GoalTimer to the Cyber Shareholders, such shares to be issued to the Cyber Shareholders pro-rata to their ownership interest in the Cyber Shares.

  • GoalTimer will issue the GoalTimer Exchange Shares pursuant to an exemption from registration under Section 4(2) of the Securities Act, and Regulation D and Regulation S promulgated under the Securities Act.

  • The Cyber Principal Shareholder is acquiring the GoalTimer Exchange Shares for investment purposes for its own account, and not as nominee or agent, and not with a view to the resale or distribution of any part thereof.

  • Such shares when issued will constitute "restricted securities" as that term is defined in Rule 144 promulgated under the Securities Act, and in which case the certificates representing the GoalTimer Exchange Shares will bear the appropriate restrictive legend.

Related to GoalTimer Exchange Shares

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

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

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

  • Settlement Shares With respect to any Settlement Date, a number of Shares, not to exceed the Base Amount, designated as such by Party B in the related Settlement Notice or by Party A pursuant to “Termination Settlement” below; provided that on the Maturity Date the number of Settlement Shares shall be equal to the Base Amount on such date.

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

  • 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.

  • Relevant Shares means ordinary share capital of the Approved Entity that constitutes equity share capital or the equivalent (or depositary or other receipts representing the same) which is listed and admitted to trading on a Regulated Market.

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

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

  • Purchased Securities has the meaning assigned in the Terms;

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

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

  • Subscriber Shares means the Shares which the subscribers to the Instrument of the ICAV agree to subscribe for as more particularly hereinafter set forth after their names.

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

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

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

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

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

  • Coop Shares Shares issued by a Cooperative Corporation.

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

  • Released Securities means Shares of Restricted Stock with respect to which all applicable restrictions have expired, lapsed, or been waived.

  • Relevant Stock Exchange for the Fund means the primary exchange or quotation system on which shares (or other applicable securities) of the Fund are traded, as determined by the Calculation Agent.

  • ASA Shares has the meaning set forth in 2.4(a).

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

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

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.