Paragon Common Shares definition

Paragon Common Shares means the common shares in the capital of Paragon which Paragon is authorized to issue as the same are constituted on the date hereof and which are to be issued under the Arrangement (i) to holders of Rubicon Series 1 Special Shares in exchange for such Rubicon Series 1 Special Shares, and (ii) to holders of Paragon Special Warrants and to holders of Paragon Flow-Through Special Warrants on the deemed exercise of such special warrants;

Examples of Paragon Common Shares in a sentence

  • From the Share Distribution Record Date to the Effective Date, share certificates representing Rubicon Common Shares issued and outstanding on the Share Distribution Record Date and not subject to Article 5 hereof, shall also be deemed for all purposes to represent New Rubicon Shares, Paragon Common Shares and CopperCo Common Shares issued in connection with the Arrangement.

  • The parties hereby acknowledge and agree that Paragon proposes to carry out a non-brokered private placement financing (the “Paragon Financing”) in connection with the Arrangement, and that certain securities to be issued by Paragon under the Paragon Financing will be exchanged for Paragon Common Shares under the Arrangement, all as more particularly described in the Plan of Arrangement.

  • Holders of Rubicon Warrants will not be permitted to exercise Rubicon Warrants to purchase New Rubicon Common Shares, Paragon Common Shares or CopperCo Common Shares separately from each other.

  • For the purposes of this section 3.2, Rubicon will not acquire any beneficial ownership in the Paragon Common Shares or the CopperCo Common Shares issued upon the exercise of the Rubicon Warrants.

  • From the Effective Time, certificates representing Rubicon Warrants which were outstanding on the Effective Date will represent rights to purchase the same number of New Rubicon Common Shares as represented by the certificate, a number of Paragon Common Shares which is one -sixth of the number represented by the certificate and a number of CopperCo Common Shares which is equal to the number represented by the certificate multiplied by the Rubicon-CopperCo Exchange Ratio.

  • The stated capital account maintained in respect of Paragon Common Shares shall be increased by an amount equal to the PUC of the transferred Rubicon Series 1 Special Shares.

  • If a Rubicon Shareholder exercises the Dissent Right, but does not properly comply with the Dissent Procedures as set out above, or subsequent to giving his or her Notice of Dissent, acts inconsistently with such dissent, then Rubicon shall distribute to such Shareholder his or her pro rata portion of the New Rubicon Common Shares, Paragon Common Shares and CopperCo Common Shares.

  • In connection with such sale and transfer, each holder of Rubicon Series 1 Special Shares so sold and transferred shall cease to be the holder of the Rubicon Series 1 Special Shares so sold and transferred and shall become the holder of the number of Paragon Common Shares issued to such holder.

  • If a Shareholder duly complies with the Dissent Procedures, then Rubicon shall retain the portion of the New Rubicon Common Shares, Paragon Common Shares and CopperCo Common Shares attributable to such Shareholder (the “Non- Distributed New Rubicon, Paragon and CopperCo Common Shares”), and the Non-Distributed New Rubicon, Paragon and CopperCo Common Shares will be dealt with as determined by the Board of Directors of Rubicon in its discretion.

  • All New Rubicon Common Shares, Rubicon Class A Shares, Rubicon Series 1 Special Shares, Rubicon Series 2 Special Shares, Paragon Common Shares and CopperCo Common Shares issued pursuant hereto shall be deemed to be validly issued and outstanding as fully paid and non-assessable shares for all purposes of the BCBCA or the CBCA, as the case may be.

Related to Paragon Common Shares

  • Amalco Common Shares means common shares in the capital of Amalco;

  • Parent Common Shares means the common shares of the Parent;

  • Common Shares means the common shares in the capital of the Corporation;

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Holdings Common Stock means the common stock, par value $0.01 per share, of Holdings.

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • Parent Common Stock means the common stock, par value $0.01 per share, of Parent.

  • Common Stock means the common stock of the Company.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • New Common Stock means shares of Common Stock and/or securities convertible into, and/or other rights exercisable for, Common Stock, which are offered or sold in a New Transaction.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Ordinary Shares means the ordinary shares, par value $0.0001 per share, of the Company.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

  • Voting Common Stock means the voting common stock, par value $0.01 per share, of the Company.

  • Company Common Shares means the common shares in the capital of the Company.

  • Common Share Price means the volume weighted average closing price of the Common Stock (as reported by the Primary Exchange on which the Common Stock is then traded) for the ten (10) trading days immediately preceding the date on which the determination is made (or, if such price is not available, as determined in good faith by the Board of Directors).

  • Class A Common Shares means shares of the Class A Common Stock, par value $.01 per share, of the Company.

  • Fully-Diluted Common Stock means the aggregate of all outstanding Common Stock as of the date hereof, plus all shares of Common Stock issuable upon the exercise or conversion of securities exercisable for, or convertible into, shares of Common Stock of the Company which securities are outstanding or issuable as of the date hereof.

  • Common Share means one share of the common stock of the Company.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.