Examples of MRS Shares in a sentence
Each of Congonhas Minérios, its Subsidiaries (if any) and CSN (in relation to CSN Establishment), has good and marketable title to all properties, assets and rights (other than Real Estate) owned by it (including to the CSN Stake in Namisa and the MRS Shares) in accordance with the relevant titles, in each case free from Liens (other than Claims, which are disclosed in Section 7.1(g)) and defects that could affect the value thereof or interfere with the use made of them.
By execution of this Agreement, MAURO agrees to vote his MRS Shares in favor of the Merger and to complete all other acts necessary to Close under this Agreement.
The Company does not control directly or indirectly or, except for the equity participation resulting from the MRS Shares Contribution, own or hold, directly or indirectly, any equity or other ownership interest in any corporation, limited liability company, partnership, joint venture or other entity that is not a Subsidiary.
The Conversion Ratio shall be subject to equitable adjustment in the event of any stock split, stock dividend, reverse stock split, or other change in the number of MRS Shares or SCN Shares outstanding.
Except as set forth in Schedule 7.1(g), there is no Claim involving Congonhas Minérios, its Subsidiaries (if any), CSN (in relation to CSN Iron Ore Division and its related business activities), CSN’s Stake in Namisa or the MRS Shares in relation to which CSN or Congonhas Minérios have received a legal notice currently in progress before any Governmental Authority.
In addition to such information, the Agreement to Closing shall also state (i) the current capital stock of the Company, after the MRS Shares Contribution, (ii) the exact number of the Acquired Shares and New Shares and (iii) the corresponding price per share for the Acquired Shares and New Shares to be paid by Buyer to Seller and the Company, respectively, on the Closing Date.
At and as of the Effective Time, all of the issued and outstanding MRS Shares shall be converted into the right to receive a total of 243,833 SCN Shares (the ratio of 243,833 SCN Shares divided by the total number of MRS Shares outstanding is referred to herein as the "Conversion Ratio").
All of the issued and outstanding MRS Shares have been duly authorized and are validly issued, fully paid, and nonassessable.
Schedule 6.1.8 of this Agreement sets forth the number of outstanding shares of capital stock of the Company prior to and immediately after the MRS Shares Contribution, the names of all holders thereof and the number and percentage of shares owned by each such holder.
As used in this Agreement, the following terms shall have the meanings set forth below: “1st Installment of the CSN Establishment” means (i) the assets, rights and liabilities of the CSN Iron Ore Division that are related to Casa de Pedra, listed item 1 of Exhibit I; (ii) MRS Shares; and (iii) MRS Bound Share.