Issued and Outstanding Shares. As of the date hereof, (i) 15,000,000 Class A Ordinary Shares, (ii) 240,000,000 Class B Ordinary Shares, (iii) 50,000,000 Series Pre-A Preferred Shares, (iv) 129,409,092 Series A-1 Preferred Shares, (v) 126,771,562 Series A-2 Preferred Shares, (vi) 65,498,640 Series A-3 Preferred Shares, (vii) 115,209,526 Series B-1 Preferred Shares, (viii) 55,804,773 Series B-2 Preferred Shares, (ix) 119,950,686 Series B-3 Preferred Shares, (x) 267,198,535 Series C Preferred Shares, and (xi) 231,758,541 Series D Preferred Shares of Li Auto Inc. are issued and outstanding. Exhibit A Lock-up Agreement FORM OF LOCK-UP LETTER [·], 2020 Xxxxxxx Xxxxx (Asia) L.L.C. 68th Floor, Xxxxxx Kong Center 2 Queen’s Road Central Hong Kong Xxxxxx Xxxxxxx & Co. LLC 0000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Xxxxxx Xxxxxx UBS Securities LLC 1285 Avenue of the Americas Xxx Xxxx, Xxx Xxxx 00000, Xxxxxx Xxxxxx China International Capital Corporation Hong Kong Securities Limited 29th Floor, One International Finance Centre 0 Xxxxxxx Xxxx Xxxxxx Xxxxxxx, Xxxx Xxxx Ladies and Gentlemen: The undersigned understands that Xxxxxxx Sachs (Asia) L.L.C., Xxxxxx Xxxxxxx & Co. LLC, UBS Securities LLC and China International Capital Corporation Hong Kong Securities Limited (the “Representatives”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Li Auto Inc., an exempted company incorporated in the Cayman Islands (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters, including the Representatives (the “Underwriters”), of American Depositary Shares (“ADSs”) representing Class A ordinary shares, par value US$0.0001 per share, of the Company (the “Ordinary Shares”). To induce the Underwriters that may participate in the Public Offering to continue their efforts in connection with the Public Offering, the undersigned hereby agrees that, without the prior written consent of the Representatives on behalf of the Underwriters, it will not, during the period commencing on the date hereof and ending 180 days after the date of the final prospectus (the “Lock-up Period”) relating to the Public Offering (the “Prospectus”), (1) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any ADSs or Ordinary Shares beneficially owned (as such term is used in Rule 13d-3 of...
Issued and Outstanding Shares. A. Fifteen million (15,000,000) shares of Parent Common Stock shall be issued to the Former Duck Stockholders, nine hundred and ninety-seven thousand two hundred and ninety (997,290) shares of which shall be issued to Travelers in consideration for past and future services rendered to Duck and the Parent.
Issued and Outstanding Shares. The issued and outstanding shares of common stock of the Company are validly issued, fully paid, and non-assessable and not issued in violation of the preemptive or other rights of any person.
Issued and Outstanding Shares. As of the date hereof, the Company has issued and outstanding 38,591,876 shares of Common Stock.
Issued and Outstanding Shares. As at the close of business on July 23, 2008, 223,857,914 Common Shares were issued and outstanding as fully paid and non-assessable shares of the Corporation and no preference shares were issued and outstanding.
Issued and Outstanding Shares. As of the First Closing Date, the issued and outstanding share capital of the Purchaser (excluding the Restricted Shares) is 58,944,776 common shares, of which 18,638,835 common shares are registered under the Securities Act of 1933, and there are no other issued and outstanding securities issuable or convertible into common shares of the Purchaser; and
Issued and Outstanding Shares. As of the date hereof, (i) 40,440,000 ordinary shares, (ii) 14,560,000 Series A preferred shares, (iii) 13,607,896 Series B preferred shares, (iv) 14,653,013 Series C preferred shares, and (v) 14,722,505 Series D preferred shares of Axxxx Nortye Ltd. are issued and outstanding. Exhibit A Form of Lock-up Agreement Cantor Fxxxxxxxxx & Co. 400 Xxxx Xxxxxx New York, New York 10022 Attn: Equity Capital Markets CLSA Limited 18/F One Pacific Place 80 Xxxxxxxxx, Xxxx Xxxx Attn: Equity Capital Markets Re: Proposed Initial Public Offering by Axxxx Nortye Ltd. Ladies and Gentlemen: The undersigned, a securityholder of Axxxx Nortye Ltd., a Cayman Islands corporation (the “Company”), understands that the Company proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Cxxxxx Fxxxxxxxxx & Co. and CLSA Limited, as representatives of the several underwriters named therein (the "Representatives") relating to the proposed initial public offering (the “Offering”) of American Depositary Shares, each representing three shares of the Company’s Class A ordinary share, par value $0.0001 per share (the “Ordinary Share”). The undersigned acknowledges that the underwriters are relying on the representations and agreements of the undersigned contained in this lock-up agreement in conducting the Offering and, at a subsequent date, in entering into the Underwriting Agreement and other underwriting arrangements with the Company with respect to the Offering. In recognition of the benefit that the Offering will confer upon the undersigned as a securityholder of the Company, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned agrees that, during the period beginning on the date hereof and ending on the date that is 180 days from the date of the Underwriting Agreement (the “Lock-Up Period”), the undersigned will not, without the prior written consent of the representative, which may withhold its consent in its sole discretion, directly or indirectly, (i) sell, offer to sell, contract to sell or lend, effect any short sale or establish or increase a Put Equivalent Position (as defined in Rule 16a-1(h) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) or liquidate or decrease any Call Equivalent Position (as defined in Rule 16a-1(b) under the Exchange Act), pledge, hypothecate or grant any security interest in, or in any other way transfer or dispose of, any ADSs, Ord...
Issued and Outstanding Shares. For so long as any Purchaser holds any of the Securities, the Company shall not reduce the number of shares of Common Stock issued and outstanding or otherwise alter the capitalization of the Company in a manner that would cause any of the Purchasers to own more than 4.99% of the issued and outstanding Common Stock.
Issued and Outstanding Shares. As of the date hereof, PALI has issued and outstanding 11,279,716 shares of Common Stock (which number includes shares issued to the Escrow Agent (as defined in the Primary Financing SPA)).
Issued and Outstanding Shares. The authorized capital stock of the Company consists of (i) 200,000,000 shares of Company Common Stock, and (ii) 5,000,000 shares of preferred stock, $1.00 par value ("Preferred Stock"). As of the close of trading on the date immediately prior to the date hereof, (x) the number of shares of Company Common Stock issued and outstanding was 122,957,555, plus such number of shares of Company Common Stock (to a maximum of 95,000 shares) that may have been issued since July 24, 1997, pursuant to the Company Stock Purchase Plan in the ordinary course of administration of that Plan, (y) no shares of Company Common Stock are held in the treasury of the Company and (z) no shares of Preferred Stock are issued and outstanding. All of the issued and outstanding shares of the Company's capital stock are, and all Shares which may be issued pursuant to the exercise of outstanding Options will be, when issued in accordance with the respective terms thereof, duly authorized, validly issued, fully paid and non-assessable. There are no bonds, debentures, notes or other indebtedness having general voting rights (or convertible into securities having such rights) of the Company or any of its Significant Subsidiaries issued and outstanding. (b)
