Lexam VG Gold Dissent Rights definition

Lexam VG Gold Dissent Rights means the rights of dissent in respect of the Arrangement as contemplated in this Plan of Arrangement;
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Lexam VG Gold Dissent Rights means the rights of dissent in respect of the Arrangement as contemplated in the Plan of Arrangement; (m) "Lexam VG Gold Dissenting Shareholders" means registered Lexam VG Gold Shareholders who have duly and validly exercised their Lexam VG Gold Dissent Rights in strict compliance with the Lexam VG Gold Dissent Procedures and whose Lexam VG Gold Disse... (n) "Lexam VG Gold Fairness Opinion" shall have the meaning ascribed thereto in Section 3.01(d); (o) "Lexam VG Gold Financial Statements" shall have the meaning ascribed thereto in Section 3.01(h); (p) "Lexam VG Gold Lock-Up Agreements" means the voting agreements dated the date hereof and made between XxXxxx Mining and the Lexam VG Gold Locked-Up Shareholders; (q) "Lexam VG Gold Locked-Up Shareholders" means the Persons who are parties to the Lexam VG Gold Lock-Up Agreements, being each of the directors and officers of Lexam VG Gold; (r) "Lexam VG Gold Material Contracts" shall have the meaning ascribed thereto in Section 3.01(r)(i); (s) "Lexam VG Gold Meeting" means the special meeting, including any adjournments or postponements thereof, of the Lexam VG Gold Shareholders to be held, among other things, to consider and, if deemed advisable, to approve the Arrangement Resolution; (t) "Lexam VG Gold Mineral Rights" shall have the meaning ascribed thereto in Section 3.01(u)(i); (u) "Lexam VG Gold Options" means all options to purchase Lexam VG Gold Shares outstanding immediately prior to the Effective Time and issued pursuant to the Lexam VG Gold Stock Option Plan; (v) "Lexam VG Gold Properties" means the Buffalo Ankerite, Xxxxxx, Davidson Tisdale and Paymaster properties and other properties of Lexam VG Gold as more particularly described in the Lexam VG Gold Public Documents; (w) "Lexam VG Gold Public Documents" shall have the meaning ascribed thereto in Section 3.01(f); (x) "Lexam VG Gold Representatives" shall have the meaning ascribed thereto in Section 7.01(a); (y) "Lexam VG Gold Shareholder Approval" shall have the meaning ascribed to such term in Subsection 2.02(a)(iii); (z) "Lexam VG Gold Shareholders" means, at any applicable time, the registered or beneficial holders of Lexam VG Gold Shares, as the context requires; (aa) "Lexam VG Gold Shares" means common shares in the capital of Lexam VG Gold; (bb) "Lexam VG Gold Stock Option Plan" means the stock option plan of Lexam VG Gold, as amended, amended and restated or supplemented from time to time, and as approved by the Lexam VG Gold Shareholders a...
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Examples of Lexam VG Gold Dissent Rights in a sentence

  • The Parties agree that: (i) the Arrangement shall result in the acquisition by XxXxxx Mining of all of the issued and outstanding Lexam VG Gold Shares; and (ii) subject to Section 2.09, each Lexam VG Gold Shareholder (other than a Lexam VG Gold Shareholder who has validly exercised its Lexam VG Gold Dissent Rights) shall be entitled to receive, in exchange for each Lexam VG Gold Share held, the Arrangement Consideration, all as more specifically set out in the Plan of Arrangement.

  • Lexam VG Gold shall provide XxXxxx Mining with copies of any purported exercise of the Lexam VG Gold Dissent Rights and all written communications with any Lexam VG Gold Shareholder purportedly exercising such Lexam VG Gold Dissent Rights, and shall n...

Related to Lexam VG Gold Dissent Rights

  • Dissent Rights means the rights of dissent in respect of the Arrangement described in the Plan of Arrangement;

  • Dissent Shares means Company Shares held by a Dissenting Shareholder and in respect of which the Dissenting Shareholder has validly exercised Dissent Rights;

  • Dissenters’ Shares has the meaning set forth in Section 4.07.

  • Dissenting Shares has the meaning set forth in Section 3.3.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

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

  • Dissenting Shareholders means registered Shareholders who validly exercise the rights of dissent provided to them under the Interim Order;

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Dissenter means a shareholder who, being entitled to do so, sends written notice of dissent when and as required by section 242;

  • Dissenting Stockholders shall have the meaning set forth in Section 3.3.

  • Excluded Shares means the (a) Common Shares owned by Parent, Merger Sub or any other Wholly Owned Subsidiary of Parent, the Company or any Wholly Owned Subsidiary of the Company, and in each case not held on behalf of third parties, and (b) Dissenting Shares.

  • Dissenting Shareholder means any Company Shareholder who has properly exercised its Dissent Rights and has not withdrawn or been deemed to have withdrawn such Dissent Rights;

  • Company Shareholder Approval means the authorization and approval of this Agreement, the Plan of Merger and the Transactions, including the Merger, at the Company Shareholders’ Meeting by the Required Company Vote.

  • Cash Merger Consideration has the meaning set forth in Section 2.5.

  • Dissenting Stockholder has the meaning set forth in Section 2.7.

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • Base Merger Consideration means an amount equal to $1,855,000,000.

  • Company Stock Option means any option to purchase Company Common Stock granted under any Company Stock Plan.

  • Sub-grant means a grant made or proposed to be made by the Recipient to a Beneficiary out of the proceeds of the Financing for the purpose of financing a Subproject; and “Sub-grants” means more than one such Sub-grant.

  • Dividend Disbursing Agent shall have the meaning designated in Section 5.2(e) hereof.

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

  • Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.

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

  • Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016 as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;