Search - consideration

(b) C subscribed for XXXXXXXXXX DC Class A Common Shares for $XXXXXXXXXX cash consideration. (c) D subscribed for XXXXXXXXXX DC Class B Common Shares for $XXXXXXXXXX cash consideration. ... As consideration for this transfer to DC, she received an unsecured, non-interest bearing promissory note receivable, due on demand, from DC equal to $XXXXXXXXXX and XXXXXXXXXX DC Class H Share. ...

In consideration, A will receive XXXXXXXXXX ACo1 Common Shares. For greater certainty, A will not receive any non-share consideration on the transfer of the DC Common Shares. 18. ... In consideration, B will receive XXXXXXXXXX BCo1 Common Shares. For greater certainty, B will not receive any non-share consideration on the transfer of the DC Common Shares. 21. ... In consideration, C will receive XXXXXXXXXX CCo1 Common Shares. For greater certainty, C will not receive any non-share consideration on the transfer of the DC Common Shares. 24. ...

The paid-up capital of the A Co Common Shares has arisen on issuances of A Co Common Shares for cash or other consideration, being XXXXXXXXXX. ... (f) Each holder of an A Co Common Share in respect of which no effective Consideration Election has been made (other than A Co Common Shares held by (i) a Dissenting Shareholder, or (ii) C Co or any affiliate thereof) will be deemed to have made a Consideration Election to receive, XXXXXXXXXX, subject to pro-ration in accordance with the provisions of the Plan of Arrangement. (g) The cash and/or C Co Shares which each holder of A Co Common Share has elected or been deemed to have elected to receive pursuant to such holder's Consideration Election in exchange for such holder's A Co Common Shares being transferred to C Co will be subject to adjustment and pro-rated in accordance with the provisions of the Plan of Arrangement, so that the aggregate amount of cash payable to all holders will be equal to the total cash consideration available as specified under the Plan of Arrangement and so that the aggregate number of C Co Shares issuable to all holders will be equal to the total number of C Co Shares available as specified under the Plan of Arrangement. ...

XXXXXXXXXX Opco Class C Shares to Newco B in exchange for consideration consisting of XXXXXXXXXX Class A Shares of Newco B. ... XXXXXXXXXX Opco Class E Shares to Newco B in exchange for consideration consisting of XXXXXXXXXX Class C Shares of Newco B. ... As consideration for this purchase for cancellation, Newco B will issue to Estate B a demand, non-interest bearing promissory note (the “Newco B Note”). 28. ...

These Opco Class B Shares were sold by Parent to Holdco in XXXXXXXXXX in consideration for common shares of Holdco. ... These Opco Class C Shares were sold by Parent to Holdco in XXXXXXXXXX in consideration for common shares of Holdco. ... Trust1 will transfer all of its Opco Common Shares (XXXXXXXXXX) to Newco1 in consideration for XXXXXXXXXX Newco1 Common Shares. 122. ...

The authorized capital consists of an unlimited number of:- Class "A" voting, participating, convertible into Class "D" shares at the option of the holder;- Class "B" voting, participating;- Class "C" voting, non-participating, automatically redeemable upon the death of the holder at a price equal to the amount added to the stated capital account for these shares, redeemable at the option of the company at a price agreed upon by the holder and the company;- Class "D" XXXXXXXXXX% monthly, non-cumulative, non-participating, non-voting, redeemable at the option of the holder or the company at a price equal to the amount added to the stated capital account for these shares, plus a premium equal to the difference between the amount added to the stated capital account for these shares and the fair market value of Class "A" shares on the date of conversion into Class "D" shares;- Class "E" XXXXXXXXXX% monthly, non-cumulative, non-participating, non-voting, redeemable at the option of the holder or the company at a price equal to the amount added to the stated capital account for these shares, plus a premium equal to the difference between the fair market value of the consideration received for which such shares have been issued and the total comprising: (a) the amount added to the stated capital account for these shares, and; (b) the fair market value of any property, other than Class "E" shares, given in payment by the corporation for that consideration;- Class "F" $XXXXXXXXXX per share, non-cumulative dividend, non-participating, non-voting, redeemable at the option of the holder or the company at a price equal to the consideration for which such share has been issued; and- Class "G" $XXXXXXXXXX per share, non-cumulative dividend, non-participating, non-voting, redeemable at the option of the company at a price equal to the consideration for which such share has been issued. 2) The issued and outstanding share capital consists of XXXXXXXXXX Class "A" shares having a stated capital of $XXXXXXXXXX per share. ... The authorized capital consists of an unlimited number of:- Class "A" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, voting, redeemable at the fair market value of the consideration received at the issuance of the shares;- Class "B" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, voting, convertible into class "H" preferred shares, redeemable at the fair market value of the consideration received at the issuance of the shares;- Class "C" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, voting, convertible into class "I" preferred shares, redeemable at the paid-up capital amount;- Class "D" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, non-voting, convertible into class "J" preferred shares, redeemable at the issue price;- Class "E" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, non-voting, redeemable at the fair market value of the consideration received at the issuance of the shares;- Class "F" preferred shares, non-participating, non-cumulative monthly dividend of XXXXXXXXXX%, non-voting, redeemable at the paid-up capital amount;- Class "G" preferred shares, non-participating, without dividends, voting XXXXXXXXXX votes for each share, redeemable at the paid-up capital amount;- Class "H", "I" and "J" preferred shares, non-participating, cumulative monthly dividend of XXXXXXXXXX%, voting, redeemable at the fair market value of the consideration received at the issuance of the shares; and- Class "A", "B" and "C" common shares 8) The issued and outstanding share capital of Holding consists of XXXXXXXXXX Class "A" common shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "C" common shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "E" preferred shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "F" preferred shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "G" preferred shares having a stated capital of XXXXXXXXXX per share, XXXXXXXXXX Class "H" preferred shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "I" preferred shares having a stated capital of $XXXXXXXXXX per share and XXXXXXXXXX Class "J" preferred shares having a stated capital of $XXXXXXXXXX per share. ... The authorized capital consists of an unlimited number of:- Class "A", voting and participating;- Class "B", XXXXXXXXXX% non-cumulative, non-voting, non-participating, redeemable at the option of the company at the paid-up capital amount; and- Class "C", non-cumulative monthly dividend of XXXXXXXXXX% of the fair market value of the consideration received at the issuance of the shares, non-voting, non-participating, redeemable at the option of the company at the fair market value of the consideration received at the issuance of the shares. 12) The issued and outstanding share capital of XXXXXXXXXX consists of Class “A” shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class “B” shares having a stated capital of $XXXXXXXXXX per share and XXXXXXXXXX Class “C” preferred shares having a stated capital of $XXXXXXXXXX per share. ...

For greater certainty, the sum of the principal amount of the Newco Note 1 and the PUC of the Class C preferred shares of Newco issued as consideration for the Bco Common Shares will not exceed the aggregate FMV of the XXXXXXXXXX Bco Common Shares owned by Sibling 1 immediately before Sibling 1’s death. 25. ... For greater certainty, the sum of the principal amount of the Newco Note 2 and the PUC of the Class D preferred shares issued as consideration for the Aco Common Shares will not exceed the aggregate FMV of the XXXXXXXXXX Aco Common Shares and the XXXXXXXXXX Aco Preferred Shares owned by Sibling 1 immediately before Sibling 1’s death. 26. ... Sibling 2 will transfer his XXXXXXXXXX Aco Common Shares and XXXXXXXXXX Aco Preferred Shares to Newco, and, in exchange, Sibling 2 will receive the following consideration from Newco: a. ...

The Agreement provides, among other things, for: (i) the sale of the Software and certain other business assets of Company B to Newco for cash; (ii) the sale of certain business assets, other than the Software and the assets described in (i), of Company B to Newco for consideration consisting of shares of Newco; and (iii) the sale of certain business assets of Company A to Newco for consideration consisting of shares of Newco. ... Company A will sell substantially all of its business assets to Newco for consideration consisting of Class A Preference shares. Company B will sell its remaining business assets to Newco for consideration consisting of Class A Preference shares. 13. ...

On incorporation, NewCo A will subscribe for at least one SubCo A Common Share for nominal consideration. Similarly, NewCo B will subscribe for at least one SubCo B Common Share for nominal consideration and NewCo C will subscribe for at least one SubCo B Common Share for nominal consideration. ... As consideration therefor, each of SubCo A, SubCo B and SubCo C, as the case may be, will issue to DC in consideration therefor a non-interest-bearing demand promissory note having a principal amount and fair market value equal to the aggregate redemption amounts of such SubCo's shares so redeemed. ...

Each of PARENT and OPCO contributed $XXXXXXXXXX to LP as consideration for one unit each in LP. 19. ... PARENT will transfer its operations situated in XXXXXXXXXX to GP2 in consideration for the issuance by GP2 of partnership units. ... PARENT will subscribe for XXXXXXXXXX preferred shares in the capital of Holdco in consideration for the payment of $XXXXXXXXXX. ...