The company said that 600,000 of the escrowed shares
will be released once Foro reaches a minimum of 25,000 regular users of Foro and the remaining 600,000 escrowed shares
will be released once Foro reaches 50,000 regular users of Foro.
It was also approved by approximately 82 percent of the shares other than shares owned by Harbinger's affiliates, any director or officer of SkyTerra and any of their respective affiliates and the Escrowed Shares
(as defined in the Agreement).
The merger was also approved by approximately 82 percent of the shares other than shares owned by Harbinger, its affiliates, any director or officer of SkyTerra and any of their respective affiliates and the Escrowed Shares
(as defined in the merger agreement).
The shares will remain in escrow until the Company's 2009 Annual Meeting of Stockholders, at which time the issuance of the escrowed shares
will be submitted for stockholder approval.
There are limitations on the time before which ED&F Man's escrowed shares
can be released.
Delivery of the escrowed shares
to Innovaro is dependent on the achievement of specific revenue targets for 2008, 2009 and 2010.
In the event that Able's Board, in exchange for additional consideration from AAP, agrees to assume AAP's obligations as to certain convertible debentures it had previously issued, then the escrowed shares
will be issued to the debenture holders that elect to convert their debentures to Able common stock, with any remaining escrowed shares
to be released to AAP.
These escrowed shares
, approximately 90% of which are held by directors and officers of the Company, were scheduled to be released in six month increments up until July 22, 2009.
4 and the Escrow Agreement provides for automatic releases of the Escrowed Shares
at the following dates:
Under the Time Based Escrow Agreement, all escrowed shares
will be subject to a 36 month escrow under a TSX Venture Exchange prescribed Tier 2 Value Escrow Agreement and will be released from escrow as follows: 10% of the escrowed shares
will be released 60 days following the date of this news release, which will be in February 3, 2006, and 15% of the escrowed shares
will be released every six months following the first release date.
As a result of the resolution of such claims and the related expense incurred in connection therewith, Intertape became entitled to reacquire the escrowed shares
TSX VENTURE:DGM) ("Diagem" or the "Company") advises that it has proceeded to the cancellation of 3,750,000 issued common shares which were subject to a regulatory escrow since 1996, with the consent of the holders of these escrowed shares
and applicable regulatory approvals.