Amendments to the Subscription Agreement. (a) At all times prior to the Transaction Closing, all references to “Class A Common Stock” shall refer to the Company’s Class A Common Stock, par value $0.0001 per share, each share of which, by virtue of the Merger and without any action on the part of the Company, Merger Sub or the Target, shall automatically convert into and become one validly issued, fully paid and non-assessable share of one class of the Company’s common stock, par value $0.0001.
(b) At all times as of and from the date of the Transaction Closing, all references to “Class A Common Stock” shall refer to the Company’s common stock, par value $0.0001.
(c) The Company Warrant is hereby amended and restated in its entirety as set forth in Exhibit A to this Amendment. All references to the Company Warrant in the Subscription Agreement shall refer to the Company Warrant attached hereto as Exhibit A.
Amendments to the Subscription Agreement. 3.1 Section 7.15 of the Subscription Agreement is hereby amended and restated in its entirety as set forth below:
Amendments to the Subscription Agreement. 2.1 Each of the parties to this Agreement agrees that, with effect on and from the Effective Date, the Subscription Agreement will be amended by this Agreement as set out in this Clause 2.
2.2 The Subscription Agreement will only be amended if the Holders have received all of the documents and other evidence listed in Schedule 1 (Conditions Precedent) in form and substance satisfactory to the Holders or receipt of such documents and evidence has been waived by all the Holders. The Holders shall notify the Company promptly after being so satisfied.
2.3 All references to £250,000,000 in the Subscription Agreement shall be deleted in their entirety and replaced with the following:
2.4 The definition of “Permitted Equity Sale or IPO” in Clause 1.1 shall be deleted in its entirety and replaced with the following:
Amendments to the Subscription Agreement. 2.1 On and from the date of this Supplementary Agreement, each Party agrees that the Subscription Agreement shall be amended as follows:
Amendments to the Subscription Agreement. To accommodate the satisfaction of the remaining Conditions Precedents, the Company and the Subscriber have agreed to, inter alia, extend the Long-Stop Date to 15 April 2018 and also amend such other terms in the Subscription Agreement that are affected by the extended timeline for the Proposed Subscription (“Subscription Amendments”). For further details of the Subscription Amendments, please refer to Appendix A of this Announcement.
Amendments to the Subscription Agreement. 2.1 With effect from the date of this Agreement, the Subscription Agreement is amended and restated by:
(A) deleting the words struck out in the copy of the Subscription Agreement that is annexed to this Agreement as Annexure A; and
(B) inserting the words which are double underlined in the copy of the Subscription Agreement that is annexed to this Agreement as Annexure A.
2.2 With effect from the date of this Agreement, the rights and obligations of the parties to the Subscription Agreement shall be governed by the Subscription Agreement as amended and restated in the form annexed to this Agreement as Annexure A.
Amendments to the Subscription Agreement. The following amendments shall be made to the Subscription Agreement, with effect from the completion of the Share for Share Exchange:
3.1 King Digital Entertainment shall replace MIHC as the “Company”, save as otherwise provided pursuant to Clause 3.10 of this Agreement;
3.2 The Schedule to this Agreement shall be the Schedule to the Subscription Agreement;
3.3 The first and second sentences of Clause 1 shall be deleted and replaced with the following:
Amendments to the Subscription Agreement. Reference is made to the CB Announcement, whereby it was disclosed that Xxxxxx Xxxxxxxxx (an indirect non-wholly owned subsidiary of the Company) entered into the Subscription Agreement with the First Investor, Xx. Xxx Xxxxxx and Xx. Xxx Xxx, pursuant to which Xxxxxx Xxxxxxxxx had conditionally agreed to issue, and the First Investor had conditionally agreed to subscribe, the Convertible Bonds in an aggregate principal amount of not more than RMB250,000,000. The full conversion of the Convertible Bonds by the First Investor would result in the reduction of the Group’s shareholding interest in Qujing Yangguang held through Jinzhou Yangguang (an indirect wholly-owned subsidiary of the Company), which constituted a deemed disposal by Jinzhou Yangguang. The said deemed disposal constituted a discloseable transaction of the Company under Chapter 14 of the Listing Rules. Pursuant to the Subscription Agreement, Qujing Yangguang had issued the Convertible Bonds to the First Investor in the principal amount of RMB250,000,000 on 27 April 2022. The Supplemental Subscription Agreement On 23 December 2022 (after trading hours), Qujing Yangguang (an indirect non-wholly owned subsidiary of the Company), the First Investor, Xx. Xxx Xxxxxx and Xx. Xxx Xxx entered into the Supplemental Subscription Agreement, pursuant to which the parties thereto agreed to amend certain terms and conditions of the Subscription Agreement as stated below. Date: 23 December 2022 Parties: (1) Qujing Yangguang;
Amendments to the Subscription Agreement. 2.1. As announced in the Previous Announcements, under the Subscription Agreement, Completion was to take place within five (5) business days after all Completion Conditions have been satisfied or waived by PT SGS, or such other date as may be agreed upon in writing by the parties to the Subscription Agreement, and in any event no later than 30 January 2020.
2.2. The Parties have mutually agreed via the Supplemental Agreement that with effect from 30 January 2020, Completion shall instead take place within five (5) business days after all Completion Conditions have been satisfied or waived by PT SGS, or such other date as may be agreed upon in writing by the parties to the Subscription Agreement, and in any event no later than 30 April 2020.
2.3. Save as supplemented and varied by the Supplemental Agreement, the Subscription Agreement shall continue in full force and effect in all other respects.
2.4. The Company will continue to keep Shareholders updated of any material developments in relation to the Proposed Transaction and/or the Group on a timely basis.
Amendments to the Subscription Agreement. As announced in the Subscription Announcement, the Company and the Subscriber has originally agreed in the Subscription Agreement that the long-stop date for the Proposed Subscription shall be no later than 31 December 2017, or such other date as may be agreed in writing by the Company and the Subscriber (“Long-Stop Date”). Pursuant to the 2nd Supplemental Agreement, the Company and the Subscriber have agreed to, inter alia, extend the Long-Stop Date to 31 March 2018 and also amend such other terms in the Subscription Agreement that are affected by the extended timeline for the Proposed Subscription (“Subscription Amendments”). For further details of the Subscription Amendments, please refer to Appendix A of this Announcement.
