Examples of Matrix Shares in a sentence
On the Closing Date, Matrix will have no more than 2,309,000 shares of Matrix Common Stock issued and outstanding immediately prior to the issuance of the Matrix Shares as contemplated by this Agreement.
Section 4.23 of the Disclosure Schedules lists all Contracts between Matrix and any executive officer or director of Matrix or any person owning 5% or more of the Matrix Shares (or any of such person’s immediate family members or Affiliates of such person) or by which any executive officer or director of Matrix or any person owning 5% or more of the Matrix Shares (or any of such person’s immediate family members or Affiliates) has any interest in any property owned by Matrix.
The Selling Shareholders acknowledge that Matrix has advised the Selling Shareholders that Matrix is relying on an exemption from the prospectus and registration requirements of the B.C. Securities Act to issue the Matrix Shares to the Selling Shareholders and, as a consequence, certain protections, rights and remedies provided by the B.C. Securities Act, including statutory rights of rescission or damages, will not be available to the Selling Shareholders.
Matrix has not undertaken, and will have no obligation, to register any of the Matrix Shares under the Securities Act; provided, however, that Matrix will assist in providing legal opinions to the Selling Shareholders at the Selling Shareholders’ cost when the Selling Shareholders may resell their respective shares under Rule 144 promulgated under the Securities Act.
The issue price of the Consideration Shares is RM0.16, represents a discount of 5.88% from the 5-day volume weighted average market price (“5D-VWAMP”) of Matrix Shares up to and including 6 February 2020 of RM0.17, being the market day immediately preceding the date of this announcement.
As consideration for the sale of the FSona Shares by the Selling Shareholders, Matrix shall allot and issue the Matrix Shares to the Selling Shareholders on the basis of 2.2544805 Matrix Shares for each one FSona Share held by the Selling Shareholders.
The Consideration Shares shall, upon allotment and issue, rank equally in all respects with the existing Matrix Shares except that they will not be entitled to any dividends, rights, allotments and/or other distributions, the entitlement date of which is before the date of allotment of the Consideration Shares.
The Matrix Shares to be issued to the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.
The Selling Shareholders acknowledge and agree that the Matrix Shares are being issued pursuant to a safe harbor from the prospectus and registration requirements of the Securities Act.
Accordingly the performance fee will only be payable to the extent that the net asset value per share of the Class Matrix Shares on the relevant reference date exceeds the highest Net Asset Value per share of the Class Matrix Shares on previous reference dates.