The Escrow Agreement provides for an early release of ESSA common shares subject to escrow (the "Escrow Shares
") upon the company becoming an "established issuer", with the following release schedule: 1/4 of Escrow Shares
released on the original listing date on a Canadian exchange, 1/4 released six months after the listing date, 1/4 released 12 months after the listing date and the final 1/4 released 18 months after the listing date.
With respect to the Polygon Transaction, certain US GAAP rules applicable to the acquisition of management contracts and investments, the purchase of minority interests, and the use of deferred shares in business combinations, resulted in, among other things, the recognition of the value of certain of the acquired Polygon assets on the company's balance sheet as at October 31, 2012 and the Escrow Shares
not being recognized as issued in terms of the calculation of NAV per Share until such shares fully vest.
If Telenor wins the arbitration tribunal ruling, it would have the right to take the escrow shares
and pay Vimpelcom a sum Telenor has said was about 15 billion crowns ($2.
will be released in whole or in part to former Neuromed stockholders based upon the outcome and timing of the FDA's review of the New Drug Application (NDA) of the product candidate Exalgo, which has a February 22,
In its opinion, the Court said it would allow AMC to place in escrow shares
of Southern Copper Corporation stock rather than a cash bond, as was requested by ASARCO, to secure the enforcement of any judgment at appeal.
For the fiscal year 2008 and first quarter 2009, the Company, as part of the complexities of accounting for the April 2008 Escrow Shares
and September 2008 Escrow Shares
, put these shares into escrow as part of the first two rounds of financing.
Payment of the escrow shares
will be dependent on the achievement of revenue milestones for the upcoming 12, 24 and 36 month periods.
However, Kuhns can only receive proceeds from the sale of such number of Escrow Shares
necessary to satisfy the $7.
If the audited consolidated financial statements of GRC do not reflect at least $4,819,500 of after-tax net income or $5,823,465 of after-tax net income before minority interest for the fiscal year ending December 31, 2006, one-half of the escrow shares
will be distributed on a pro rata basis to the investors.
The company is working closely with its current and prior auditors, and seeking additional guidance from SEC, on the issue as to whether these escrow shares
will lead the company to record a non-cash compensation expense during 2008.
The escrow shares
would have been returned to the Company and cancelled had the Tandem transaction been completed by February 28, 2004.
Half of the make-good escrow shares
are transferable to the private placement investors for each of fiscal 2009 and 2010.