Trans-Orient Shareholders definition

Trans-Orient Shareholders means the holders of Trans-Orient Common Shares at the applicable time;
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Examples of Trans-Orient Shareholders in a sentence

  • In deciding to approve the Arrangement Agreement and the terms of the Arrangement, the Trans-Orient Board considered, among other things, the recommendation of the Special Committee and the Trans-Orient Fairness Opinion.Trans-Orient Fairness Opinion Semeniuk was retained by the Special Committee to provide advice and assistance to Trans-Orient and, in connection with the Arrangement, to deliver an opinion as to the fairness of the Arrangement to the Trans-Orient Shareholders from a financial point of view.

  • Based on its review of the offer, Semeniuk provided the Special Committee with a verbal opinion that the terms were fair, from a financial point of view, to the Trans-Orient Shareholders.

  • The TAG Common Shares to be issued in connection with the Arrangement to Trans-Orient Shareholders who are residents of the United States of America or who are “U.S. persons” within the meaning of Regulation S under the 1933 Act, other than persons who are deemed to be affiliates of Trans-Orient for the purposes of Rule 145 under the 1933 Act, will be exempt from the registration requirements of the 1933 Act pursuant to Section 3(a)(10) of the 1933 Act.

  • Subject to the rights of termination contained in Article Seven hereof, upon the Trans-Orient Shareholders approving the Arrangement in accordance with the Interim Order, Trans-Orient obtaining the Final Order and the other conditions contained in Article Five hereof being complied with or waived, the Amalgamating Corporations shall jointly file the Arrangement Filings, with the Registrar together with such other documents as may be required in order to effect the Arrangement.

  • Notwithstanding 3.01(c) hereof, no fractional TAG Common Shares shall be issued to Former Trans-Orient Shareholders and any fractional number of TAG Common Shares shall be rounded down to the next whole number of TAG Common Shares without any reimbursement or payment associated therewith.

  • There are no outstanding bonds, debentures or other evidences of indebtedness of Trans-Orient or any of the Trans-Orient Subsidiaries having the right to vote with the Trans-Orient Shareholders on any matter.

  • THE ARRANGEMENT Upon completion of the Arrangement, former Trans-Orient Shareholders will own approximately 43.74% of the outstanding TAG Oil Shares and Trans-Orient will be a wholly-owned subsidiary of TAG Oil through an Amalgamation with TAG Subco.

  • From time to time we utilize interest rate swaps and similar arrangements to manage a portion of our interest rate exposure, which allow us to convert a portion of fixed rate debt into variable rate debt or a portion of variable rate debt into fixed rate debt.

Related to Trans-Orient Shareholders

  • Company Shareholders means holders of Company Shares.

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Independent Shareholders means holders of Voting Shares, other than:

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Target Shareholders means the holders of Target Shares;

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean 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.

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Principal Shareholders means Xxxx X. Xxxx, Xxx X. Xxxxxxx and Xxxxx X. Xxxxxx, and their respective assignees or successors in interest.

  • Company Shareholder means a holder of one or more Company Shares;

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have the Initial Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Initial Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Initial Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Initial Registration Statement.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Overseas Shareholders holders of Scheme Shares who are resident in, ordinarily resident in, or citizens of, jurisdictions outside the United Kingdom;

  • Record shareholder means the person in whose name shares are registered in the records of a corporation or the beneficial owner of shares to the extent of the rights granted by a nominee certificate on file with a corporation.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Scheme Shareholder means a person who is registered in the Register as the holder of one or more Scheme Shares as at the Record Date.

  • Shareholders means holders of Common Shares;

  • Parent Stockholders means the holders of Parent Common Stock.

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Locked-Up Shareholders means the Persons who are party to the Lock-Up Agreements.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Founders means all Members immediately prior to the consummation of the IPO.

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;