Basic Shares definition

Basic Shares has the meaning set forth in Section 2.
Basic Shares means that number of Class B Shares equal to the excess, if any, of (A) $50 million divided by the Subscription Price, less (B) the number of Standby Shares;
Basic Shares shall have the meaning assigned that term in Section 2.6(a).

Examples of Basic Shares in a sentence

  • Subject to and in accordance with the terms hereof, on the Closing Date, COM Canada shall pay, in immediately available funds by wire transfer to an account designated by Microcell, or by certified cheque payable to Microcell, the aggregate Subscription Price that is payable for the Standby Shares and the aggregate Subscription Price that is payable for the Basic Shares.

  • It will use its reasonable best efforts to obtain all necessary consents, approvals or exemptions for the creation, offering and issuance of the Securities and the entering into and performance by it of this Agreement (including, for greater certainty, the issuance of the Rights and the Class B Shares issuable upon the exercise of such Rights, as well as the issuance to COM Canada of the Standby Shares, the Basic Shares, the Warrants and the Warrant Shares).

  • Subject to and in accordance with the terms hereof, on the Closing Date (i) Microcell shall issue and sell to COM Canada and COM Canada shall purchase, at the aggregate Subscription Price for such shares, the Basic Shares, and (ii) Microcell and COM Canada shall enter into the Warrant Agreement whereby Microcell shall issue the Warrants to COM Canada.

  • This Agreement may not be assigned by any party hereto, by operation of law or otherwise, without the prior written consent of the other parties hereto, provided, however, that the rights and obligations of COM Canada to purchase Standby Shares and Basic Shares hereunder may be assigned in whole or in part to one or more affiliates designated in writing by COM Canada, which assignment shall not release COM Canada from its obligations hereunder.


More Definitions of Basic Shares

Basic Shares means those Shares of capital stock of the Company designated as "Basic Shares" held by or issued to Stockholders whether or not vested at the time. Basic Shares shall include, without limitation, any shares of the Company's voting Class A Common Stock, par value $.001 ("Class A Common Stock"), and non-voting Class B Common Stock, par value $.001 ("Class B Common Stock" and together with the Class A Common Stock, "Common Shares" or "Common Stock"), and any class or series of the Company's Preferred Stock, par value $.001 ("Preferred Stock"). The rights, preferences and entitlements of the Basic Shares shall be set forth from time to time in the Certificate of Incorporation.
Basic Shares is defined in Section 3.1(b) hereof.

Related to Basic Shares

  • Class C Shares means the shares of Class C common stock of the Company.

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

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

  • Class B Shares means the Class B ordinary Shares in the capital of the Company of $0.0001 nominal or par value designated as Class B Shares, and having the rights provided for in these Articles.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • H Shares means the overseas-listed foreign invested shares in the share capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong Dollars;

  • Class A Shares means the Class A ordinary Shares in the capital of the Company of $0.0001 nominal or par value designated as Class A Shares, and having the rights provided for in these Articles.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • 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.

  • Class B Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Initial Shares means a number of Registrable Securities equal to the lesser of (i) the total number of Registrable Securities and (ii) one-third of the number of issued and outstanding shares of Common Stock that are held by non-affiliates of the Company on the day immediately prior to the filing date of the Initial Registration Statement.

  • A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;

  • Dividend Shares means the shares of Common Stock issuable in payment of dividends payable on the Preferred Shares in accordance with the terms of the Certificate of Designation.

  • Remaining Shares has the meaning set forth in Section 4.1.2.

  • Newco Shares means the common shares in the capital of Newco;

  • Class B Warrants means the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to 5 years, in the form of Exhibit C attached hereto.

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

  • Class A Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

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

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

  • Class B Common Shares means shares of Class B Common Stock.

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.

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

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

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