Company RSUs and Key Executive RSUs. (1) Each award of Company RSUs outstanding immediately prior to the Acquisition Effective Time shall be assumed by PubCo and converted into an award of restricted share units representing the right to receive PubCo Class A Ordinary Shares (each, a “Converted RSU Award”) under the PubCo Incentive Equity Plan. Each Converted RSU Award will have and be subject to substantially the same terms and conditions (including vesting and settlement terms) as were applicable to such award of Company RSUs immediately before the Acquisition Effective Time, except that each Converted RSU Award will represent the right to receive that number of PubCo Class A Ordinary Shares equal to the product (rounded down to the nearest whole number) of (A) the number of Company Shares subject to the Company RSU award immediately before the Acquisition Effective Time multiplied by (B) the Exchange Ratio. (2) Each award of Key Executive RSUs outstanding immediately prior to the Acquisition Effective Time shall be assumed by PubCo and converted into an award of restricted share units representing the right to receive PubCo Class B Ordinary Shares (each, a “Converted Key Executive RSU Award”) under the PubCo Incentive Equity Plan. Each Converted Key Executive RSU Award will have and be subject to substantially the same terms and conditions (including vesting and settlement terms) as were applicable to such award of Key Executive RSUs immediately before the Acquisition Effective Time, except that each Converted Key Executive RSU Award will represent the right to receive that number of PubCo Class B Ordinary Shares equal to the product (rounded down to the nearest whole number) of (A) the number of Company Shares subject to the Key Executive RSU award immediately before the Acquisition Effective Time multiplied by (B) the Exchange Ratio.
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Samples: Business Combination Agreement (Grab Holdings LTD), Business Combination Agreement (Altimeter Growth Corp.), Business Combination Agreement
Company RSUs and Key Executive RSUs. (1) Each award of Company RSUs RSU outstanding immediately prior to the Acquisition Effective Time shall Time, whether vested or unvested, shall, automatically and without any required action on the part of any holder or beneficiary thereof, be assumed by PubCo and converted into an award of restricted share units representing the right to receive PubCo Class A Ordinary Shares (each, a “Converted RSU Award”) under the PubCo Incentive Equity Plan). Each Converted RSU Award will shall continue to have and be subject to substantially the same terms and conditions (including vesting and settlement terms) as were applicable to such award of Company RSUs RSU immediately before prior to the Acquisition Effective TimeTime (including vesting conditions and settlement terms), except that each Converted RSU Award will represent the right to receive that number of PubCo Class A Ordinary Shares equal to the product (rounded down to the nearest whole number) of (Ay) the number of Company Shares subject to the such Company RSU award immediately before prior to the Acquisition Effective Time multiplied by (Bz) the Exchange Ratio.
(2) Each award of Key Executive RSUs RSU outstanding immediately prior to the Acquisition Effective Time shall Time, whether vested or unvested, shall, automatically and without any required action on the part of any holder or beneficiary thereof, be assumed by PubCo and converted into an award of restricted share units representing the right to receive PubCo Class B Ordinary Shares (each, a “Converted Key Executive RSU Award”) under the PubCo Incentive Equity Plan). Each Converted Key Executive RSU Award will shall continue to have and be subject to substantially the same terms and conditions (including vesting and settlement terms) as were applicable to such award of Key Executive RSUs RSU immediately before prior to the Acquisition Effective TimeTime (including vesting conditions and settlement terms), except that each Converted Key Executive RSU Award will represent the right to receive that number of PubCo Class B Ordinary Shares equal to the product (rounded down to the nearest whole number) of (Ay) the number of Company Shares subject to the such Key Executive RSU award immediately before prior to the Acquisition Effective Time multiplied by (Bz) the Exchange Ratio.
Appears in 1 contract
Samples: Business Combination Agreement (Prenetics Global LTD)