Issue of Ordinary Shares. (or rights to subscribe or purchase Ordinary Shares) at a price which is less than 95 per cent. of the Current Market Price, otherwise than as mentioned under (d) above
Issue of Ordinary Shares. Amarin shall issue and allot the respective Ordinary Shares as soon as reasonably practicable and in any event within five (5) business days of the Conversion Option notice. Issue and allotment shall be to the respective creditor(s), or such person (including EIS or any other affiliate of EP Inc) as may be designated in the Conversion Option notice (either, the “Recipient”).
Issue of Ordinary Shares. The Company has at the Notice Date, and thereafter during each Pricing Period immediately prior to the corresponding Closing Date, an adequate authorized and/or conditional share capital allowing it to issue Ordinary Shares, and/or holds a sufficient number of Ordinary Shares in treasury, to enable it to allot and issue or deliver the number of Ordinary Shares equal to 200 per cent of the Draw Down Amount set forth in the relevant Subscription Notice. The Ordinary Shares shall be free of any Liens, duly authorized, validly issued, fully paid and freely tradable, and application shall be made forthwith for the Ordinary Shares to be Listed.
Issue of Ordinary Shares. If the Company issues any Ordinary Shares at a price per Ordinary Share which is less than the Conversion Price in force, the Conversion Price will be adjusted to equal that lower price. Each such adjustment will be effective as at the date on which such issue takes effect.
Issue of Ordinary Shares. All Subscription Shares will, when issued, be duly and validly authorized and fully paid, in accordance with all applicable laws, the Memorandum and Articles and any relevant securities laws or pursuant to valid exemptions therefrom.
Issue of Ordinary Shares. 8.1 In any circumstances where the Company is required to or elects to issue Ordinary Shares pursuant to the terms of this Agreement, the Company shall procure that:
(a) a board meeting of the Company is held at which it is resolved that such Ordinary Shares shall be allotted and issued to the Noteholders (or as it may direct), credited as fully paid and ranking pari passu with all other Ordinary Shares in issue at the date of the relevant allotment, as soon as practicable and conditional only on Admission;
(b) an application for Admission is made for such Ordinary Shares to be Admitted as soon as practicable;
(c) such CREST account as the Noteholders may notify to the Company is credited with such Ordinary Shares;
(d) its registrars register the Noteholders as the holders of the Ordinary Shares in the register of members of the Company; and
(e) an announcement is released by Regulatory Information Service confirming the exercise of Conversion rights, the number of Ordinary Shares to be allocated to the Noteholders and the date on which Admission is expected to occur.
Issue of Ordinary Shares. 3.1 In consideration of the termination of the Collaboration Agreement and full and final settlement of such termination, the Company hereby agrees to issue and deliver to Everest a number of Ordinary Shares (the “CPP Shares”), free and clear of all liens or encumbrances equal to the Termination Amount divided by the Offer Price. The “Offer Price” means the price equal to the public offering price per ADS set forth on the cover of the Company’s final prospectus contained in the Registration Statement divided by the number of Ordinary Shares represented by one ADS; it is being noted that (i) no fractional shares of Ordinary Shares will be issued as CPP Shares, and (ii) any fractions shall be rounded down to the nearest whole number of Ordinary Shares. The issuance of the CPP Shares by the Company to Everest shall be made pursuant to and in reliance upon Regulation S.
Issue of Ordinary Shares. If any Deferred Interest Payment or Deferred Accrued Conversion Interest is to be satisfied pursuant to the provisions of this Condition 8 then, subject to Conditions 8(d) and 8(e):
(i) such Deferred Interest Payment or Deferred Accrued Conversion Interest shall become due and payable to ECN Holders but the ECN Holders shall be deemed irrevocably to have directed and authorised the Issuer to pay the amount of such Deferred Interest Payment or Deferred Accrued Conversion Interest to LBG, and the Issuer shall be deemed to have agreed to make such payment to LBG as consideration for LBG’s agreement to issue Payment LBG Shares to the ACSM Calculation Agent pursuant to Condition 8(b)(ii) (but subject to the issue by LBG of such Payment LBG Shares to the ACSM Calculation Agent) and the obligations of the Issuer to ECN Holders in respect of the relevant Deferred Interest Payment or Deferred Accrued Conversion Interest shall be discharged by the Issuer’s obligation to make such payment to LBG, but without prejudice to the other provisions of this Condition 8;
(ii) in consideration of the Issuer’s agreement to make the relevant payment pursuant to paragraph (i) above, LBG shall issue to the ACSM Calculation Agent such number of Ordinary Shares (the “Payment LBG Shares”) as, in the determination of the ACSM Calculation Agent, will have a market value as near as practicable to, but not less than, the relevant Deferred Interest Payment or Deferred Accrued Conversion Interest to be satisfied in accordance with this Condition 8; and
(iii) the ACSM Calculation Agent shall be required to agree in the ACSM Calculation Agency Agreement to use reasonable endeavours to procure purchasers for such Payment LBG Shares. If necessary, the ACSM Calculation Agent shall further be required to agree in the ACSM Calculation Agency Agreement to convert the net proceeds of such sale into the Specified Currency at prevailing market exchange rates. The ACSM Calculation Agent shall further be required to agree to deliver the amount of such proceeds of sale (if necessary, as so converted) to the Issuing, Paying and Conversion Agent for application in accordance with Condition 8(c). If the net proceeds of the issue and/or sale of the Payment LBG Shares will not, in the opinion of the ACSM Calculation Agent, subject to Conditions 8(d) and 8(e) but despite the arrangements described above, result in a sum at least equal to the relevant Deferred Interest Payment or Deferred Accrued Conversion In...
Issue of Ordinary Shares. It is noted that in accordance with the terms of, and subject to the conditions set out in, the Document, the Directors propose to issue the number of Ordinary Shares set out in the table below fully paid to the persons set out in the table below at Completion (as such term is defined in the Document) (“Completion”).
Issue of Ordinary Shares. If and wherever BE plc: (i) issues Ordinary Shares or sells Ordinary Shares held as Treasury Shares after the Restructuring Date other than an issue or sale (as the case may be) at less than 95 per cent. of the Current Market Price as at the date of such issue or sale; or (ii) issues Ordinary Shares after the Restructuring Date as a result of the exercise of rights, granted on or after the Restructuring Date, of conversion into, exchange or subscription for, or purchase of, such Ordinary Shares (including Ordinary Shares issued for cash pursuant to rights to subscribe for or purchase such Ordinary Shares under the Warrants (as defined in the Creditors Restructuring Agreement)) (each, a “Share Issue”), the NLF Payment Percentage shall be reduced as follows from the date of the Share Issue: P = x × y y + z(1 – x) where:
