PRICE FOR THE SHARES. Subject to the terms and conditions set forth in this Agreement, the price payable by ICO to the Seller for the purchase of the Shares (hereinafter, the "PURCHASE PRICE") it is hereby irrevocably set at Lire 7.875.000.000 (seven billion eight hundred seventy five million).
PRICE FOR THE SHARES. 3.1. The price per one Share in the Company equals 32.500 (thirty three thousand FIDE hundred) zlotych, and total price equal 6.500.000 (six million five hundred thousand) zlotych and will be paid in cash and in CEDC Shares.
3.2. Cash part of the price will paid by Xxxxx Agri. The final amount (conditional on clause 4) will be paid one day after Completion Date to the following accounts: Xxxxx Agri will pay for 85 Shares MG amount of 2,747,500 (two*seven*four*seven*five*zero*zero) PLN on the following bank account of Xxxxxxxx Xxxxxxxxxxx: Bank Handlowy w Warszawie Account no. 78 1030 0019 0109 8540 0000 2856;
3.2.1. Xxxxx Agri will pay for 85 Shares MG amount of 2,747,500 (two*seven*four*seven*five*zero*zero) PLN on the following bank account of Xxxxx Xxxxxxxxxxx: Bank Zachodni WBK I/O Zabkowice Slaskie Account no.98 1090 2372 0000 0006 0404 0061.
3.3. Price for the shares purchased by CEDC equals 1.005.000 (one*zero*zero*five*zero*zero*zero) PLN, in which value of CEDC shares equal 502.500 (five*zero*two*five*zero*zero) PLN is paid for 15 Shares MG and value of CEDC shares equal 502.500 (five*zero*two*five*zero*zero) PLN is paid for 15 Shares JG.
3.4. The total number of CEDC shares to be received by the Sellers is equal 7,676 shares based on 90 days average CEDC share price before the Completion Date - $32,62, calculated upon the NBP average exchange rate published on the 13th of May 2004 - $4,0299.
3.5. Within 30 days from Completion date:
3.5.1. Shares Certificates for 3,823 CEDC Shares will be delivered to Xxxxxxxx Xxxxxxxxxxx.
3.5.2. Shares Certificates for 3,823 CEDC Shares will be delivered to Xxxxx Xxxxxxxxxxx.
3.6. Shares Certificates shall include 12-months lock-up period. Lock-up letters – Schedule no. 3.
PRICE FOR THE SHARES. 2.1. The total price for the Shares shall be shall amount to US$50,000 (Fifty Thousand U.S. Dollars).
2.2. Shareholders of the Company shall provide their banking coordinates for the payment to be made prior to the signing of this Agreement, and all the stamp duties for the share transfer shall be borne by the shareholders of the Company respectively.
PRICE FOR THE SHARES. 3.1. The aggregate Price for all the Shares shall amount to PLN 8,095,223.55 (eight million ninety five thousand two hundred twenty three, 55/100). The Price shall be paid in accordance with the rules set forth in the Agreement, what has been shown in the table below: No. of shares held in Panta-Hurt Sp. z o.o. 200 200 200 600 % 33.33 % 33.33 % 33.33 % 100.00 % Cash transfer to the Company— payment for Real Property KW 5317 300 378.28 zl 300 378.28 zl 600 756.56 zl Cash transfer to the Sellers’ accounts 1 580 337.84 zl 1 880 716.12 zl 1 580 337.84 zl 5 041 391.80 zl
3.2. Subject to clause 4.1 and 4.2 below, PLN 5,642,148.36 (five million six hundred forty two thousand one hundred forty eight, 36/100) out of the Price shall be paid by Xxxxx Agri on the Completion Date. The payment shall be effected by bank transfer in the following way:
3.2.1. PLN 1,580,337.84 (one million five hundred eighty thousand three hundred thirty seven, 84/100) shall be paid to the following bank account of Mr. Wlodzimierz Szydlarski: Bank Pekao S.A. I O/Minsk Mazowiecki, No.: 10701614-905901-2221-0210.
3.2.2. PLN 1,580,337.84 (one million five hundred eighty thousand three hundred thirty seven, 84/100) shall be paid to the following bank account of Xx. Xxxxxxxxx Xxxxxxxxxx: Bank Pekao S.A. I O/Minsk Mazowiecki, No.: 10701614-936194-2221-0210.
3.2.3. PLN 1,880,716.12 (one million eight hundred eighty thousand seven hundred sixty, 12/100) shall be paid to the following bank account of Xx. Xxxxxxxx Xxxxxxxxxx: Bank Pekao S.A. I O/Minsk Mazowiecki, No.: 10701614-877442-2221-0210.
3.2.4. PLN 600,756.56 (six hundred thousand seven hundred fifty six, 56/100) shall be paid to the following bank account of the Company: Bank Pekao S.A. I O/Minsk Mazowiecki, No.: 10701614-274326-2221-0100. Since the Real Property KW 5317 was transferred to Mr. Wlodzimierz Szydlarski and Xx. Xxxxxxxxx Xxxxxxxxxx prior to the Completion Date, and due to the above sale the aforesaid persons to the Company the amount indicated in this clause (hereinafter: the “Price for Real Property”), the Parties agree that the Price for the Real Property shall be paid to the Company directly by Xxxxx Agri. Mr. Wlodzimierz Szydlarski and Xx. Xxxxxxxxx Xxxxxxxxxx hereby authorises Xxxxx Agri to pay the Price for Real Property to the Company and they authorises the Company to receive that payment. The above payment shall respectively decrease the transaction cash payment for the Shares set forth in clause 2.1.1.
3.2.5. At the Co...
PRICE FOR THE SHARES. The price for the Holcim Sale Companies Shares and the Holcim US Assets shall be:
PRICE FOR THE SHARES. 2.1. In consideration for the Shares, the Acquirer will issue a total of 20,003,000 shares (“Acquirer Shares”) to the Shareholders, pro rata, as set forth on Schedule A attached hereto.
2.2. All the stamp duties for the share transfer shall be borne by the shareholders of the Company respectively.
PRICE FOR THE SHARES. 3.1. The Price for the Shares shall be equal to the product of the number of Shares and the price per Share. The total price for all the Shares shall amount to 6,450,000 (six million four hundred fifty thousand).
PRICE FOR THE SHARES. The aggregate purchase price for all the Shares (the “Purchase Price”) shall be RMB 3,021,000,000, which is equal to an enterprise value for the Company of RMB 3,543,172,000 less a Net Debt of RMB 522,172,000.
PRICE FOR THE SHARES. 3.1 The total Price for all Shares shall amount to PLN 7,700,000 (seven million seven hundred thousand). The Price for the Shares shall be paid in accordance with the principles set forth herein as illustrated in the Table below: Xxxxx Agri - cash 1 848 000,00 xx 0 000 000,00 xx 1 848 000,00 xx 000 000,00 xx 6 160 000,00 zł CEDC - Shares 462 000,00 xx 000 000,00 xx 462 000,00 xx 000 000,00 xx 1 540 000,00 zł
3.2 Xxxxx Agri shall pay for the Shares purchased by Xxxxx Agri and specified in Item 2.1.1 a), b), c) and d) the amount of PLN 6,160,000.00 (six million one hundred sixty thousand). The payment shall be made (as advance) by wire transfer as follows:
3.2.1 PLN 1,848,000.00 (one million eight hundred forty-eight thousand) shall be transferred within one business day of the Transaction Date to the following bank account of Xx. Xxxxxxx Xxxxxx: CITIBANK HANDLOWY S.A., account number: 50 00000000 0109851700107073
3.2.2 PLN 1,848,000.00 (one million eight hundred forty-eight thousand) shall be transferred within one business day of the Transaction Date to the following bank account of Xx. Xxxxxx Xxxxxx: CITIBANK HANDLOWY S.A., account No.: 46 00000000 0109851700106951
3.2.3 PLN 1,848,000.00 (one million eight hundred forty-eight thousand) shall be transferred within one business day of the Transaction Date to the following bank account of Xx. Xxxxxxxxx Xxxxxx: CITIBANK HANDLOWY S.A., account No.: 16 00000000 0109851700107006
3.2.4 PLN 616,000.00 (six hundred sixteen thousand) shall be transferred within one business day of the Transaction Date to the following bank account of Xx. Xxxxx Xxxxxxx: CITIBANK HANDLOWY S.A., account No.: 69 00000000 0109851700107022.
3.3 Xxxxx Agri undertakes to provide the Sellers, within 2 business days of the Transaction Date, with a copy of “transfer confirmation”, certified by the bank, which shall be the evidence of advance payment for the Shares referred to in Items 2.1.1. a), b), c) and d).
3.4 The payment for the Shares purchased by CEDC, in the amount of PLN 1,540,000.00 (one million five hundred forty thousand), shall be made in the form of 13,258 CEDC Shares whose number has been calculated according to the following principles:
3.4.1 The number of CEDC Shares to be transferred to the Sellers has been calculated on the basis of the average closing rate per CEDC Share from 60 days preceding the Transaction Date (i.e., USD 35.41), translated into PLN according to the average exchange rate of USD against PLN published by t...
PRICE FOR THE SHARES. 3.1. The aggregate Price for all the Shares shall amount to PLN 7,146,436.89 (seven million one hundred forty six thousand four hundred thirty six and 89/100).
3.2. Subject to clause 4.1 and 4.2 below, PLN 5,154,671.23 (five million one hundred fifty four thousand six hundred seventy one and 23/100) out of the Price shall be paid by Cxxxx Agri on 17 April 2003. The payment, considering corrections under 4.1 and 4.2 shall be effected by bank transfer in the following way:
3.2.1. PLN 1,787,137.86 (one million seven hundred eighty seven thousand one hundred thirty seven and 86/100) shall be paid to the following bank account of SHARE PURCHASE AGREEMENT DAKO Sp. z o.o. Bank Pekao S.A. I O/Stargard nr 11001454-38579-2101-111-0;
3.2.2. PLN 2,235,689.62 (two million two hundred thirty five thousand six hundred eighty nine and 62/100) shall be paid to the following bank account of Mx. Xxxxxxxx: Kredyt Bank S.A. I O/Koszalin nr 15001096-101090026612.
3.3. Subject to clause 3.6 below, PLN 1,991,765.66 (one million nine hundred ninety one thousand seven hundred sixty five and 66/100) out of the Price shall be paid by CEDC in CEDC Stock.
3.4. Subject to clause 3.6, 4.1 and 4.2 below, the Buyers shall make the payment mentioned in clause 3.2 and 3.3 to the Sellers in accordance with the table below: CEDC CEDC Stock 1 225 218,62 405 766 547,04 254 1 991 765,66 659 CXXXX AGRI Bank transfer 2 854 357,22 2 300 314,01 5 154 671,23 To the Sellers’ bank accounts 1 787 137,86 1077 2 235 689,62 905 4 022 827,48 1982 To the Company’s bank account 1 067 219,36 64 624,39 1 131 843,75
3.5. CEDC shall make the payments mentioned in clause 3.3 to the Sellers in accordance with the following rules:
3.5.1. The number of CEDC Stock to be received by the Sellers shall be based on 120 days’ average CEDC share price before the Completion Date (i.e. USD 24.20), calculated upon the NBP average exchange rate published one day before the Completion Date (i.e. 3.9469). The above calculation gives 20,853 (twenty thousand eight hundred fifty three) CEDC Stock.
3.5.2. Within 30 days from the Completion Date 20,853 of CEDC Stock (decreased by 10,000 of shares in CEDC), i.e. 10,853 (ten thousand eight hundred fifty three) of CEDC Stock shall be issued and delivered to DAKO Sp. z o.o. and Mx. Xxxxxxxx, in proportions resulting from the table included in clause 3.4. In result DAKO Sp. z o.o. shall receive 12,828 (twelve thousand eight hundred twenty eight) of CEDC Stock while Mx. Xxxxxxxx shall receiv...
