Roadships Exchange Shares definition

Roadships Exchange Shares means that number (n) of shares of Roadships Common Stock calculated according to the following equation: n = total Roadships Treasury Shares X ( total Click Exchange Shares ) total Click Issued Shares
Sample 1Sample 2

Examples of Roadships Exchange Shares in a sentence

  • The Click Selling Shareholder does not have any contract, undertaking, agreement or arrangement to sell, transfer or grant participation to any other person, with respect to any of the Roadships Exchange Shares, except in compliance with applicable securities laws.

  • On the terms and subject to the conditions set forth in this Agreement, the Click Selling Shareholders shall sell, assign and transfer to Roadships, and Roadships agrees to purchase from the Click Selling Shareholders, all of the Click Selling Shareholders’ right, title and interest in and to the Click Exchange Shares for and in consideration of the Roadships Exchange Shares (the “Share Exchange”).

  • The Roadships Exchange Shares to be issued to the Click Selling Shareholders upon consummation of the Share Exchange in accordance with this Agreement will, upon issuance, be duly and validly authorized and, when so issued in accordance with the terms of this Agreement, be duly and validly issued, fully paid and non-assessable.

  • The Click Selling Shareholder has no present intention of selling or otherwise distributing any Roadships Exchange Shares, except in compliance with applicable securities laws.

  • The Roadships Exchange Shares will be allocated among the Click Selling Shareholders and issued to each Click Selling Shareholder on the basis of a number of Roadships Exchange Shares equal to the Exchange Ratio for each one of the Click Exchange Shares sold, assigned and transferred to Roadships by such Click Selling Shareholder through the Share Exchange.

  • The Click Selling Shareholder is acquiring Roadships Exchange Shares through the Share Exchange for investment purposes for the Click Selling Shareholder’s own account, and not with a view to resale or distribution of any part thereof.

  • Upon receipt of the written request the valuation shall be undertaken by the Council’s valuation provider at the Council’s cost.

Related to Roadships Exchange Shares

  • Exchange Shares has the meaning set forth in Section 2.01(b).

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

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Private Placement Shares shall have the meaning given in the Recitals hereto.

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.

  • Pubco Shares means the 25,005,544 fully paid and non-assessable common shares of Pubco, to be issued to the Selling Shareholders by Pubco on the Closing.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

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

  • Subscriber Shares means the Shares which the subscribers to the Instrument of the ICAV agree to subscribe for as more particularly hereinafter set forth after their names.

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Relevant Shares means ordinary share capital of the Approved Entity that constitutes equity share capital or the equivalent (or depositary or other receipts representing the same) which is listed and admitted to trading on a Regulated Market.

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

  • Public Shares means the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

  • Acquired Shares has the meaning set forth in the Recitals.

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

  • Purchased Securities has the meaning assigned in the Terms;

  • Note Shares means the shares of Common Stock issuable upon conversion of the Notes.

  • Subco Shares means the common shares in the capital of Subco.

  • Merger Shares has the meaning set forth in Section 2.2(c).

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