Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, by delivering notice to the Company not later than 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Company). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) in connection with the Offering. (2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller LLP or at such other place as may be agreed to by the Underwriters and the Company. (3) At the Option Closing Time, the Company shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccord, the Additional Shares electronically through the non-certificated inventory system of CDS against payment per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by the Company. (4) Concurrently with the deliveries and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth paragraph of this Agreement against delivery of a receipt for that payment. (5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) 4.1 The Selling Debentureholder hereby grants to the Underwriters, in the respective percentages set out in Section 16.1 of this Agreement, the Over-Allotment Option to purchase up to an additional $150,000,000 Optional Convertible Debentures, at a purchase price per Optional Convertible Debenture equal to the Offering Price. The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, by delivering notice part on one occasion prior to its expiry in accordance with the Company not later than 12:00 p.m. provisions of this Agreement. Delivery of and payment for any Optional Convertible Debenture will be made at the offices of the Corporation's and Selling Debentureholder's Counsel at the time (Toronto timethe "Option Closing Time") on the 30th day after date set out in the written notice of CIBC and Scotia referred to below (the "Option Closing Date") which may occur on the Closing Date but will in no event occur earlier than the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be nor earlier than three two Business Days nor or later than five Business Days after the date upon which the Corporation receives written notice from CIBC and Scotia, on behalf of delivery the Underwriters, setting out the number of such notice (except Optional Convertible Debentures to the extent a shorter or longer period shall be agreed to purchased by the Company)Underwriters, which notice must be received by the Selling Debentureholder not later than 5:00 p.m. (Toronto time) on the date that is thirty (30) days after the Closing Date. Subject to Upon the terms furnishing of this agreement, upon the Underwriters furnishing this notice, the Underwriters will severally (and not jointly or jointly and severally) be committed to purchase, in the respective percentages set forth out in Section 2216.1 of this Agreement, and the Company Selling Debentureholder will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, Agreement the number of Additional Shares Optional Convertible Debentures indicated in the notice. Additional Shares Optional Convertible Debentures may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In distribution of the event Firm Convertible Debentures and for market stabilization purposes permitted pursuant to applicable Securities Laws. The Corporation agrees that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect Optional Convertible Debentures to be issued upon exercise of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller LLP be adjusted for any stock splits, consolidations or at such other place as may be agreed to by the Underwriters and the Company.
(3) At the Option Closing Time, the Company shall issue changes to the Underwriters that number of Additional Common Shares in respect of which after the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nomineeClosing Date, if requested by Canaccord, the Additional Shares electronically through the non-certificated inventory system of CDS against payment per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by the Companyany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (Algonquin Power & Utilities Corp.)
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Company). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller ▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Company.
(3) At the Option Closing Time, the Company shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriters, the Additional Shares electronically through the non-non- certificated inventory system of CDS against payment of US$1.85 per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by the Company.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (Northern Dynasty Minerals LTD)
Over Allotment Option. (1) 3.1 The Corporation hereby grants to the Underwriters, in the respective percentages set out in Section 15.1 of this Agreement, the Over-Allotment Option to purchase up to an additional 2,529,000 Optional Securities, being 15% of the number of Firm Securities at a purchase price per Optional Security equal to the purchase price per Firm Security. The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in partpart on one occasion prior to its expiry in accordance with the provisions of this Agreement. Delivery of and payment for any Optional Security will be made at the offices of the Corporation’s counsel, by delivering notice to at the Company not later than 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are the date set out in the written notice of the Joint Bookrunners referred to be purchased. Such below (the “Option Closing Date Date”) which may be the same as (but not earlier than) occur on the Closing Date and but will not be in no event occur earlier than three the Closing Date, nor earlier than two Business Days nor or later than five Business Days after the date upon which the Corporation receives written notice from the Joint Bookrunners on behalf of delivery the Underwriters, setting out the number of such notice (except Optional Securities to the extent a shorter or longer period shall be agreed to purchased by the Company)Underwriters, which notice must be received by the Corporation not later than 5:00 p.m. (Toronto time) on the date that is thirty (30) days after the Closing Date. Subject to Upon the terms furnishing of this agreement, upon the Underwriters furnishing this notice, the Underwriters will severally (and not jointly or jointly and severally) be committed to purchase, in the respective percentages set forth out in Section 2215.1 of this Agreement, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, Agreement the number of Additional Shares Optional Securities indicated in the notice. Additional Shares Optional Securities may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In distribution of the event Firm Securities and for market stabilization purposes permitted pursuant to Applicable Securities Laws. The Corporation agrees that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect Optional Securities to be issued upon exercise of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller LLP be adjusted for any stock splits, consolidations or at such other place as may be agreed to by the Underwriters and the Company.
(3) At the Option Closing Time, the Company shall issue changes to the Underwriters that number of Additional Common Shares in respect of which after the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nomineeClosing Date, if requested by Canaccord, the Additional Shares electronically through the non-certificated inventory system of CDS against payment per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by the Companyany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (Algonquin Power & Utilities Corp.)
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th 14th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 2223, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller DuMoulin Black LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $17.40 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, by delivering notice to the Company not later than 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Company); provided that if the Option Closing Date is the same as the Closing Date, such notice may be given by the Underwriters not less than 48 hours prior to the Closing Time. Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Blake, C▇▇▇▇▇▇ & G▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Company.
(3) At the Option Closing Time, the Company shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriter, the Additional Shares electronically through the non-certificated inventory system of CDS against payment per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by the Company.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) E.D.T. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the OfferingOffering or for market stabilization purposes.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Gowling WLG (Canada) LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$1.46 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Gowling ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$0.53 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto timeE.D.T.) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreementAgreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Blake, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriter, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$3.88 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth ninth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters Underwriter at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) E.D.T. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters Underwriter and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters Underwriter furnishing this notice, the Underwriters Underwriter will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters Underwriter only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the OfferingOffering or for market stabilization purposes.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are Underwriter is exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Gowling WLG (Canada) LLP or at such other place as may be agreed to by the Underwriters Underwriter and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters Underwriter that number of Additional Shares in respect of which the Underwriters are Underwriter is exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Underwriter, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$1.30 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters Underwriter to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) 3.1 The Corporation hereby grants to the Underwriters, in the respective percentages set out in Section 15.1 of this Agreement, the Over-Allotment Option to purchase up to an additional 1,508,250 Optional Securities, being 15% of the number of Firm Securities at a purchase price per Optional Security equal to the purchase price per Firm Security. The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in partpart on one occasion prior to its expiry in accordance with the provisions of this Agreement. Delivery of and payment for any Optional Security will be made at the offices of the Corporation’s counsel, by delivering notice to at the Company not later than 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are the date set out in the written notice of the Joint Bookrunners referred to be purchased. Such below (the “Option Closing Date Date”) which may be the same as (but not earlier than) occur on the Closing Date and but will not be in no event occur earlier than three the Closing Date, nor earlier than two Business Days nor or later than five Business Days after the date upon which the Corporation receives written notice from the Joint Bookrunners on behalf of delivery the Underwriters, setting out the number of such notice (except Optional Securities to the extent a shorter or longer period shall be agreed to purchased by the Company)Underwriters, which notice must be received by the Corporation not later than 5:00 p.m. (Toronto time) on the date that is thirty (30) days after the Closing Date. Subject to Upon the terms furnishing of this agreement, upon the Underwriters furnishing this notice, the Underwriters will severally (and not jointly or jointly and severally) be committed to purchase, in the respective percentages set forth out in Section 2215.1 of this Agreement, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, Agreement the number of Additional Shares Optional Securities indicated in the notice. Additional Shares Optional Securities may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In distribution of the event Firm Securities and for market stabilization purposes permitted pursuant to Applicable Securities Laws. The Corporation agrees that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect Optional Securities to be issued upon exercise of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller LLP be adjusted for any stock splits, consolidations or at such other place as may be agreed to by the Underwriters and the Company.
(3) At the Option Closing Time, the Company shall issue changes to the Underwriters that number of Additional Common Shares in respect of which after the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nomineeClosing Date, if requested by Canaccord, the Additional Shares electronically through the non-certificated inventory system of CDS against payment per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by the Companyany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (Algonquin Power & Utilities Corp.)
Over Allotment Option. (1a) The Over-Allotment Option may be exercised by the Underwriters Agent at any time, in whole or in part, by delivering notice to the Company Corporation not later than 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares Subscription Receipts to be purchased by the Underwriters Agent and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares Subscription Receipts are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation); provided that if the Option Closing Date is the same as the Closing Date, such notice may be given by the Agent not less than 48 hours prior to the Closing Time. Subject to the terms of this agreement, upon the Underwriters Agent furnishing this notice, the Underwriters Agent will be committed to purchase, in the respective percentages set forth in Section 22, purchase and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares Subscription Receipts indicated in the notice. Additional Shares Subscription Receipts may be purchased by the Underwriters Agent only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2b) In the event that the Option Closing Time occurs after the satisfaction of the Escrow Release Conditions, the Over-Allotment Option shall be exercisable for Common Shares rather than Subscription Receipts and all references to Subscription Receipts in relation to the Over-Allotment Option shall be deemed to be to Common Shares with appropriate modifications as required.
(c) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares Subscription Receipts in respect of which the Underwriters are Agent is exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Fogler, R▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters Agent and the CompanyCorporation.
(3d) At the Option Closing Time, the Company Corporation shall issue to the Underwriters Agent that number of Additional Shares Subscription Receipts in respect of which the Underwriters are Agent is exercising the Over-Allotment Option and either deliver certificates or evidence of registration representing such Additional Subscription Receipts or deposit with CDS or its nominee, if requested by CanaccordR▇▇▇, the Additional Shares Subscription Receipts electronically through the non-certificated inventory system of CDS against payment per Additional Share Subscription Receipt by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4e) Concurrently with the deliveries and payment under paragraph (3c), the Company Corporation shall pay the Underwriting Agent Fee applicable to the Additional Shares Subscription Receipts in the manner provided in the twelfth fourteenth paragraph of this Agreement against delivery of a receipt for that payment.
(5f) The obligation of the Underwriters Agent to make any payment or delivery contemplated by this Section 16 15 is subject to the conditions set forth in Section 1514.
Appears in 1 contract
Over Allotment Option. 2.2.1 The Company hereby grants an option to the Sole Global Coordinator (1for itself and on behalf of the International Underwriters), exercisable by the Sole Global Coordinator (for itself and on behalf of the International Underwriters) in its sole and absolute discretion to require the Company to allot and issue up to a further 29,127,598 Shares to such person or persons as the Sole Global Coordinator shall direct at the Offer Price.
2.2.2 The Over-Allotment allotment Option will be exercisable no earlier than the date of the Price Determination Agreement and will expire on the date which is 30 days from the last date for lodging applications under the Hong Kong Public Offering, but, subject thereto, may be exercised by the Underwriters at any time, in whole or in part, by delivering notice part from time to the Company not later than 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Company). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “of, among others, covering over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments which may be made in connection with the Offeringdistribution of the International Offer Shares.
(2) In the event that the 2.2.3 The Over-Allotment allotment Option is exercised in accordance with its termsshall be exercisable by the Sole Global Coordinator serving one or more Over-allotment Exercise Notice(s) on the Company (which notice, once given, shall (subject to Clause 2.2.4) be irrevocable) setting out the closing of the issuance and sale of that number of Additional Over- allotment Shares in respect of which the Underwriters are Sole Global Coordinator is then exercising the Over-Allotment allotment Option shall take place at and the time and date of payment and delivery with respect to such Over-allotment Shares. Any such time and date of payment and delivery (each, an “Over-allotment Option Closing Time at the offices of Sangra Moller LLP or at such other place as may Date”) shall be agreed to determined by the Underwriters Sole Global Coordinator, but shall be not earlier than one Business Day and not later than seven Business Days after the relevant exercise of the Over-allotment Option, nor in any event:
2.2.3.1 prior to the Listing Date unless otherwise agreed by the Sole Global Coordinator and the Company; or
2.2.3.2 later than 30 days after the last date for lodging applications under the Hong Kong Public Offering.
(3) At 2.2.4 The Company acknowledges and agrees that the Option Closing Time, amount to be paid by the Company shall issue Sole Global Coordinator to the Underwriters that number of Additional Shares in it with respect of which the Underwriters are exercising to the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccord, allotment Shares (being the Additional Shares electronically through aggregate Offer Price of the nonrelevant Over-certificated inventory system of CDS against allotment Shares) shall be subject to deduction before payment per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by of the Company.
Brokerage, Fees and Levies, and stamp duty (4if any) Concurrently with the deliveries for such Over-allotment Shares and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable all costs and expenses incurred in relation to the Additional Shares in the manner provided in the twelfth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation exercise of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15Over-allotment Option.
Appears in 1 contract
Sources: International Underwriting Agreement
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Stikeman Elliott LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$7.30 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreementAgreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth ninth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Stikeman Elliot LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of C$10.25 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “"Option Closing Date”") and time (the “"Option Closing Time”") on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three two Business Days nor later than five three Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreementAgreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller C▇▇▇▇▇▇ ▇▇▇▇▇ & B▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriter, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$22 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth ninth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Gowling WLG (Canada) LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$3.00 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) E.D.T. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Gowling WLG (Canada) LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$1.80 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Blake, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $8.00 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “"Option Closing Date”") and time (the “"Option Closing Time”") on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three two Business Days nor later than five three Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreementAgreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriter, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$3.40 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth ninth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option Option, may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Company). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Blake, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Company.
(3) At the Option Closing Time, the Company shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by CanaccordCFCC, the Additional Shares electronically through the non-certificated inventory system of CDS against payment per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by the Company.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, by delivering notice to the Company not later than 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Company). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) Requirements in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Company.
(3) At the Option Closing Time, the Company shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by CanaccordBMO, the Additional Shares electronically through the non-certificated inventory system of CDS against payment per Additional Share by wire transfer or certified cheque payable to the Company or as otherwise directed by the Company.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreementAgreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller Blake, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$4.60 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth ninth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto timeE.D.T.) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “"Option Closing Date”") and time (the “"Option Closing Time”") on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreementAgreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller ▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of the Offering Price per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth ninth paragraph of this Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 2221, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller LLP virtually or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $4.50 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 15 is subject to the conditions set forth in Section 1514.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreementAgreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place virtually at the Option Closing Time at the offices of Sangra Moller LLP or at such other place as may be agreed to by the Underwriters and the CompanyTime.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of US$14.65 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time, in whole or in part, part by delivering notice to the Company Corporation not later than 12:00 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CompanyCorporation). Subject to the terms of this agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Company Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Sangra Moller DuMoulin Black LLP or at such other place as may be agreed to by the Underwriters and the CompanyCorporation.
(3) At the Option Closing Time, the Company Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by Canaccordthe Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $14.30 per Additional Share by wire transfer or certified cheque payable to the Company Corporation or as otherwise directed by the CompanyCorporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Company Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the twelfth eighth paragraph of this Agreement letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract