Lion Shares definition

Lion Shares means the shares of Parent Class A Common Stock Beneficially Owned (as defined in the amended and restated certificate of incorporation of Parent) by Liberty Broadband or any Affiliate or Associate (each as defined in the amended and restated certificate of incorporation of Parent) of Liberty Broadband.
Lion Shares means common shares in the capital of Lion;
Lion Shares has the meaning given such term in the recitals to this Agreement.

Examples of Lion Shares in a sentence

  • Buyer is able to bear the economic risk of the acquisition of the Lion Shares pursuant to the terms of this Agreement, including a complete loss of Buyer’s investment in the Lion Shares.

  • Buyer understands that the resale of the Lion Shares may be restricted indefinitely, unless a subsequent disposition thereof is registered under the Securities Act and registered under any state securities Law or is exempt from such registration.

  • There are no agreements purporting to restrict the transfer of the Lion Shares, other than compliance with Applicable Securities Laws and the Charter Documents of Lion, and there are no voting agreements, shareholders’ agreements, voting trusts, or other arrangements restricting or affecting the voting of the Lion Shares.

  • In consideration of the Lion Shares, and subject to the adjustments set forth in Section 3.2(f) and Section 7.4, Buyer shall pay to Seller SIX MILLION AND NO/100 DOLLARS ($6,000,000) (the “Lion Shares Purchase Price”).

  • At the Effective Time, the stock transfer books of Lion shall be closed and thereafter there shall be no further registration of transfers of Lion Shares on the records of the Surviving Corporation.

  • From the Lion Capitalization Date to the date of this Agreement, Lion has not issued any Lion Shares except pursuant to the settlement of Lion Equity Awards outstanding as of the Lion Capitalization Date, in accordance with their terms, and has not issued any Lion Preferred Stock.

  • After the Closing, each Party, at the request of the other Party, and without additional consideration, shall execute and deliver, from time to time, such additional documents or instruments of conveyance and transfer and take or cause to be taken such additional actions as may be necessary or advisable to accomplish the transfer of the Lion Shares to Buyer in the manner contemplated in this Agreement.

  • Seller shall contact the shareholders of Lion Oil set forth on Schedule 5.6 to inquire whether such shareholders would be willing to sell to Buyer, on or before the Closing, such number of additional shares of capital stock of Lion Oil that, when combined with the purchase of the Lion Shares, represent, to Seller’s Knowledge, at least twenty five percent (25%) of the issued and outstanding shares of Lion Common Stock.

  • As of the Closing, Buyer will have completed its independent investigation, verification, analysis, review and evaluation of this Agreement, the Related Agreements, the properties and assets of the Companies and the Lion Shares, as Buyer has deemed necessary or appropriate.

  • The net proceeds of such sale will be distributed to the holders of Lion Shares with each such holder receiving an amount of such proceeds proportionate to the amount of fractional interests which such holder would otherwise have been entitled to receive.