Common use of Issue of Applicable Optional Shares Clause in Contracts

Issue of Applicable Optional Shares. Immediately after the registration of the Over-Allotment Capital Increase in the Commercial Register of the Canton of Zug pursuant to Section 4(b) in relation to any Applicable Optional Shares, but in no event later than 3:00 p.m. (CEST) on the business day prior to the Option Closing Date (or such other date set forth in the relevant option exercise notice delivered by the Representative pursuant to Section 2(c)), the Company will: (i) deliver to the Representative, the Capital Increase Bank and the share registrar of the Company, (A) a copy of the certified excerpt of the journal entry (Tagebuch) or a copy of the certified excerpt from the Commercial Register of the Canton of Zug evidencing the Over-Allotment Capital Increase, (B) a copy of the certified updated articles of association of the Company evidencing the Over-Allotment Capital Increase, (C) a copy of the Company’s book of uncertificated securities (Wertrechtebuch) evidencing the Representative as first holder of the Applicable Optional Shares, and (D) a copy of the share register (Aktienbuch) of the Company evidencing the Representative as shareholder with respect to the Applicable Optional Shares; and (ii) take all steps necessary to ensure that the Applicable Optional Shares will be (A) issued to the Representative, (B) duly recorded in an account of the Representative at DTC on the relevant Option Closing Date, and (C) freely transferable (subject to any applicable restrictions set forth in the articles of association of the Company) on the relevant Option Closing Date.

Appears in 3 contracts

Samples: Underwriting Agreement (Auris Medical Holding AG), Underwriting Agreement (Auris Medical Holding AG), Underwriting Agreement (Auris Medical Holding AG)

AutoNDA by SimpleDocs

Issue of Applicable Optional Shares. Immediately after the registration of the Over-Allotment Capital Increase in the Commercial Register of the Canton of Zug pursuant to Section 4(b) in relation to any Applicable Optional Shares, but in no event later than 3:00 p.m. (CEST) on the business day prior to the Option Closing Date (or such other date set forth in the relevant option exercise notice delivered by the Representative pursuant to Section 2(c)), the Company will: (i) deliver to each of the Representative, the Capital Increase Bank and the share registrar of the Company, (A) a copy of the certified excerpt of the journal entry (Tagebuch) or a copy of the certified excerpt from the Commercial Register of the Canton of Zug evidencing the Over-Allotment Capital Increase, (B) a copy of the certified updated articles of association of the Company evidencing the Over-Allotment Capital Increase, (C) a copy of the Company’s book of uncertificated securities (Wertrechtebuch) evidencing the Representative Underwriters as first holder holders of the Applicable Optional Shares, and (D) a copy of the share register (Aktienbuch) of the Company evidencing the Representative Underwriters as shareholder shareholders with respect to the Applicable Optional Shares; and (ii) take all steps necessary to ensure that the Applicable Optional Shares will be (A) issued to the RepresentativeUnderwriters, (B) duly recorded in an account of the Representative Underwriters at DTC on the relevant Option Closing Date, and (C) freely transferable (subject to any applicable restrictions set forth in the articles of association of the Company) on the relevant Option Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Auris Medical Holding AG)

AutoNDA by SimpleDocs

Issue of Applicable Optional Shares. Immediately after the registration of the Over-Allotment Capital Increase in the Commercial Register of the Canton of Zug pursuant to Section 4(b) in relation to any Applicable Optional Shares, but in no event later than 3:00 p.m. [•] (CEST) on the second business day prior to following the relevant Option Closing Exercise Date (or such other date set forth in the relevant option exercise notice delivered by the Representative Representatives pursuant to Section 2(c)), the Company will: (i) deliver to each of the RepresentativeRepresentatives, the Capital Increase Bank and the share registrar of the Company, (A) a copy of the certified excerpt of the journal entry (Tagebuch) or a copy of the certified excerpt from the Commercial Register of the Canton of Zug evidencing the Over-Allotment Capital Increase, (B) a copy of the certified updated articles of association of the Company evidencing the Over-Allotment Capital Increase, (C) a copy of the Company’s book of uncertificated securities (Wertrechtebuch) evidencing the Representative Underwriters as first holder holders of the Applicable Optional Shares, and (D) a copy of the share register (Aktienbuch) of the Company evidencing the Representative Underwriters as shareholder shareholders with respect to the Applicable Optional Shares; and (ii) take all steps necessary to ensure that the Applicable Optional Shares will be (A) issued to the RepresentativeUnderwriters, (B) duly recorded in an account of the Representative Underwriters at DTC on the relevant Option Closing Date, and (C) freely transferable (subject to any applicable restrictions set forth in the articles of association of the Company) on the relevant Option Closing Date.

Appears in 1 contract

Samples: Underwriting Agreement (Auris Medical Holding AG)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!