GSV Shares definition
Examples of GSV Shares in a sentence
As of the close of business on the date of this Agreement, there are issued and outstanding 222,795,174 GSV Shares.
No fractional GSV Shares, GSV Agent Warrants, GSV Special Warrants or GSV Units or rights to acquire fractional GSV Shares, GSV Agent Warrants, GSV Special Warrants or GSV SW Units will be issued to the former securityholders of JKR under the Arrangement.
At or prior to the Effective Time, GSV shall deposit with the Depositary, for the benefit of the JKR Shareholders, sufficient certificates representing GSV Shares as required to give effect to this Plan of Arrangement.
For greater certainty, GSV shall not be required pursuant to this Section 2.9 to provide the Depositary prior to the Effective Date with any cash funds and GSV Shares as Consideration for the BMG Shares held by BMG Shareholders exercising Dissent Rights and who have not withdrawn their notice of objection.
When authorizing such issuances in exchange for any lost, stolen or destroyed certificate, the Person to whom certificates representing GSV Shares are to be issued or delivered will, as a condition to the issuance thereof, give a bond satisfactory to GSV and its transfer agent in such sum as GSV may direct and otherwise provide GSV with a satisfactory indemnify against any claim that may be made against it or JKR with respect to the certificate alleged to have been lost, stolen or destroyed.
Any certificate representing former JKR Shares that is not deposited with the Depositary on or before the sixth anniversary of the Effective Date shall cease to represent a right or claim of any kind or nature and the right of the former JKR Shareholder to receive any certificate representing GSV Shares shall be deemed to be surrendered to GSV, together with all dividends, distributions or cash payments thereon held for such JKR Shareholder.
Upon the terms and subject to the conditions contained herein, on the Closing Date (as hereinafter defined) the Company agrees to issue 523,980 shares of Junior Preferred Stock in partial payment of the purchase price to be paid by the Company to the Junior Investors for the GSV Shares pursuant to the Purchase Agreement, which shares of Junior Preferred Stock shall be held in escrow for the Junior Investors pursuant to the terms of the Escrow Agreement, a copy of which is attached hereto as ANNEX B.
After the Effective Date certificates formerly representing JKR Shares which are held by a JKR Shareholder will, subject to Section 5.4 and except for shares held by Dissenting Shareholders, represent only the right to receive certificates representing GSV Shares, all in accordance with the terms of the Arrangement.
The Depositary shall register and make available or send by regular mail (postage prepaid) certificates representing GSV Shares as directed in each properly completed JKR Transmittal Letter.
On such date, the aggregate GSV Shares to which the former BMG Shareholder referred to in the preceding sentence was ultimately entitled shall be deemed to have been surrendered for no consideration to GSV, and shall be returned to GSV by the Depositary.