Examples of LVL in a sentence
Notwithstanding the foregoing, if the Round Down Provision would otherwise result in the number of Kobe Common Shares or GMR Common Shares, as applicable, distributable to a particular LVL Shareholder being rounded down from one to nil, then the Round Down Provision shall not apply and LVL shall distribute one Kobe Common Share or one GMR Common Share, as applicable, to that LVL Shareholder.
If LVL would otherwise be required to distribute to a LVL Shareholder an aggregate number of Kobe Common Shares or GMR Common Shares, as applicable, that is not a round number, then the number of Kobe Common Shares or GMR Common Shares distributable to that LVL Shareholder shall be rounded down to the next lesser whole number (the “Round Down Provision”) and that LVL Shareholder shall not receive any compensation in respect thereof.
Following receipt of the Final Order and prior to the Effective Date, the Parties will forward or cause to be forwarded by the Depository, or otherwise, by registered mail (postage prepaid) or hand delivery to LVL Shareholders as of the Effective Date at the address specified in the register of LVL Shareholders, certificates representing the number of Kobe Common Shares or GMR Common Shares to be delivered to such LVL Shareholder under the Arrangement.
The Parties agree that the Arrangement will be carried out with the intention that all securities of LVL and the LVL Subsidiaries to be issued pursuant to the Arrangement will be issued and exchanged in accordance with the Plan of Arrangement in reliance on the exemption from the registration requirements of the U.S. Securities Act provided by Section 3(a)(10) thereof (the “Section 3(a)(10) Exemption”).
Notwithstanding any prior approvals by the Court or by the LVL Shareholders, the Board of Directors of LVL may decide not to proceed with the Arrangement and to revoke the Arrangement Resolution adopted at the Meeting without further approval of the Court or the LVL Securityholders.
As soon as practicable after the date hereof, LVL shall apply to the Court for the Interim Order providing for, among other things, the calling and holding of the Meeting.
Each registered LVL Shareholder who waives or is deemed to waive the registered LVL Shareholder’s Dissent Right, or is otherwise for any reason ultimately not entitled to be paid the fair market value of the LVL Common Shares registered in the name of the registered LVL Shareholder by LVL pursuant to the Dissent Right, shall be deemed to have participated in the Arrangement.
Any amendment, modification or supplement to this Plan of Arrangement may be proposed by any of the Parties at any time prior to or at the Meeting with or without any prior notice or communication, and if so proposed and accepted by the LVL Shareholders voting at the Meeting, shall become part of this Plan of Arrangement for all purposes.