PROPOSED RIGHTS ISSUE Sample Clauses

PROPOSED RIGHTS ISSUE. Subject to, among other conditions, the approval by the Independent Shareholders at the SGM, the Board proposes to raise not less than approximately HK$1,623.40 million before expenses (assuming no Share Options being exercised) and not more than approximately HK$1,641.86 million before expenses (assuming all Share Options being exercised other than Share Options which are under the Option Holders’ Undertakings) by the Rights Issue on the basis of three
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PROPOSED RIGHTS ISSUE. The Company proposes to implement the Rights Issue on the basis of five (5) Rights Shares for every eight (8) Shares held by the Qualifying Shareholders on the Record Date at the Subscription Price of HK$0.63 per Rights Share. The principal terms of the Rights Issue are set out below: Basis of the Rights Issue : five (5) Rights Shares for every eight (8) Shares held by the Qualifying Shareholders at the close of business on the Record Date Subscription Price : HK$0.63 per Rights Share Net price per Rights Share (i.e. Subscription Price less estimated cost and expenses incurred in the Rights Issue on a per Rights Share basis) : Approximately HK$0.62 per Rights Share (assuming no changes in the share capital of the Company on or before the Record Date other than the issue of 10,769,000 new Shares to satisfy the Awarded Shares after the Share Award SGM); or Approximately HK$0.62 per Rights Share (assuming no changes in the share capital of the Company on or before the Record Date other than the issue of 10,769,000 new Shares to satisfy the Awarded Shares after the Share Award SGM and the conversion in full of the Convertible Bonds) Number of Shares in issue as at the date of this announcement : 293,083,725 Shares Number of Rights Shares to be issued pursuant to the Rights Issue : 189,907,953 Rights Shares (assuming no changes in the share capital of the Company on or before the Record Date other than the issue of 10,769,000 new Shares to satisfy the Awarded Shares after the Share Award SGM); or 201,366,286 Rights Shares (assuming no changes in the share capital of the Company on or before the Record Date other than the issue of 10,769,000 new Shares to satisfy the Awarded Shares after the Share Award SGM and the conversion in full of the Convertible Bonds) Aggregate nominal value of the Rights Shares : Approximately HK$18,990,795.3 (assuming no changes in the share capital of the Company on or before the Record Date other than the issue of 10,769,000 new Shares to satisfy the Awarded Shares after the Share Award SGM); or Approximately HK$20,136,628.6 (assuming no changes in the share capital of the Company on or before the Record Date other than the issue of 10,769,000 new Shares to satisfy the Awarded Shares after the Share Award SGM and the conversion in full of the Convertible Bonds) Gross proceeds from the Rights Issue (before expenses) : Approximately HK$119.6 million (assuming no changes in the share capital of the Company on or before the Record Date o...
PROPOSED RIGHTS ISSUE. 9.1 Upon the completion of the Proposed Transactions, the Compliance Placement and the Proposed Dividend-in-Specie, the Xxxxxx Xxxxxxx intend to procure CMBL to undertake a rights issue of up to 237,250,000 new ordinary shares of CMBL (the "Rights Shares") at an issue price of S$0.05 for each Rights Share on the basis of 1 Rights Share for every 2 existing shares of CMBL. The Rights Shares of 237,250,000 is based on the enlarged issued share capital of CMBL after the completion of the Proposed Transactions and assuming that the outstanding 3,100,000 options granted under the Creative Master Employee Share Option Schemes have been fully exercised into new shares of CMBL to participate in the above rights issue.
PROPOSED RIGHTS ISSUE. 4.1 Basis and quantum
PROPOSED RIGHTS ISSUE. (i) The Proposed Rights Issue will enable Atrium REIT to raise funds without incurring interest cost, as compared to bank borrowings. The funds raised will be utilised to part-finance Proposed Acquisition 2, which is expected to contribute positively towards the future earnings of Atrium REIT; (ii) The Proposed Rights Issue will increase the number of Units in circulation and may lead to an improvement in the trading liquidity of Atrium REIT; and (iii) The Proposed Rights Issue will provide the Entitled Unitholders with the opportunity to increase their equity participation in Atrium REIT via the subscription of the Rights Units without diluting the existing unitholders’ percentage unitholdings assuming all Entitled Unitholders fully subscribe for their respective entitlements.
PROPOSED RIGHTS ISSUE. Basis of the Rights Issue : two (2) Rights Shares for every five (5) existing Shares Subscription Price : HK$0.60 per Rights Share Number of existing Shares in issue as at the date of this announcement : 432,000,000 Shares Number of Rights Shares : 172,800,000 Rights Shares Amount to be raised before expenses : approximately HK$103.68 million before expenses (based on the number of existing Shares in issue as at the date of this announcement, and assuming no Shares have been allotted and issued on or before the Record Date) Underwriter : Xinling Total number of Shares in issue as enlarged by the Rights Shares upon completion of the Rights Issue : 604,800,000 Shares Aggregate nominal value of the Rights Shares to be issued : HK$17,280,000 Assuming no new Shares (other than the Rights Shares) are allotted and issued on or before completion of the Rights Issue, the aggregate number of Rights Shares proposed to be allotted and issued pursuant to the terms of the Rights Issue represents 40% of the Company’s total number of issued Shares as at the date of this announcement and will represent approximately 28.57% of the Company’s total number of issued Shares as enlarged by the issue of the Rights Shares immediately after completion of the Rights Issue. As at the date of this announcement, the Company had no outstanding convertible securities, options or warrants in issue which would otherwise confer any right to subscribe for, convert or exchange into the existing Shares.
PROPOSED RIGHTS ISSUE. ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY TWO (2) EXISTING SHARES HELD ON THE RECORD DATE;
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PROPOSED RIGHTS ISSUE. The Company proposes to raise gross proceeds of up to (i) approximately HK$794.5 million by way of the issue of [484,442,943] Rights Shares (assuming no change in the number of Shares in issue on or before the Record Date); or (ii) approximately HK$803.1 million by way of the issue of [489,681,061] Rights Shares (assuming no change in the number of Shares in issue on or before the Record Date other than the new Shares to be allotted and issued pursuant to the full exercise of the outstanding Share Options [(except for Xx. Xxxxx Xxx’s Share Options)]), at the Subscription Price of HK$1.64 per Rights Share on the basis of one (1) Rights Share for every two (2) existing Shares held on the Record Date. The Rights Issue is only available to the Qualifying Shareholders and will not be extended to the Non-Qualifying Shareholders. Further details of the Rights Issue are set out below: Basis of the Rights Issue : One (1) Rights Share for every two (2) existing Shares held by the Qualifying Shareholders on the Record Date Subscription Price : HK$1.64 per Rights Share Number of Shares in issue : 968,885,887 Shares as at the date of this announcement in issue on or before the Record Date other than the new Shares to be allotted and issued pursuant to the full exercise of the outstanding Share Options [(except for Xx. Xxxxx Xxx’s Share Options)]).
PROPOSED RIGHTS ISSUE. After due consideration of various funding options available to the Company, the Board is of the opinion that the Proposed Rights Issue is the most appropriate avenue of fund raising for KFM for the purposes stated in Section 2.4 of this announcement in view of the following reasons:- (i) the Proposed Rights Issue serves to raise the intended funds for the purposes as set out in Section 2.4 of this announcement, particularly for the working capital requirements of KFM Group’s wheat flour business as well as tapioca starch and corn starch business; (ii) as opposed to borrowings from financial institutions, the Proposed Rights Issue enables the Group to raise funds without incurring interest costs; (iii) the Entitled Shareholders would have the opportunity to increase their equity participation in the Company by subscribing to the Rights Shares; and (iv) the Proposed Rights Issue would strengthen the capital base of KFM and enhance the overall financial position of the Group.

Related to PROPOSED RIGHTS ISSUE

  • Transfer Notice At least two (2) Business Days before each Acquisition Date, the Administrator shall deliver to the Depositor, the Issuer and the Indenture Trustee a Transfer Notice for the Additional Receivables to be transferred and absolutely assigned on that Acquisition Date, which will specify the Additional Receivables Transfer Amount, and will have delivered with it an electronic file containing the Schedule of Receivables; and

  • Agreement Not to Offer or Sell Additional Shares During the period commencing on and including the date hereof and continuing through and including the 90th day following the date of the Prospectus (such period, as extended as described below, being referred to herein as the “Lock-up Period”), the Company will not, without the prior written consent of the Representatives (which consent may be withheld in the sole discretion of the Representatives), directly or indirectly: (i) sell, offer to sell, contract to sell or lend any Shares or Related Securities (as defined below); (ii) effect any short sale, or establish or increase any “put equivalent position” (as defined in Rule 16a-1(h) under the Exchange Act) or liquidate or decrease any “call equivalent position” (as defined in Rule 16a-1(b) under the Exchange Act) of any Shares or Related Securities; (iii) pledge, hypothecate or grant any security interest in any Shares or Related Securities; (iv) in any other way transfer or dispose of any Shares or Related Securities; (v) enter into any swap, hedge or similar arrangement or agreement that transfers, in whole or in part, the economic risk of ownership of any Shares or Related Securities, regardless of whether any such transaction is to be settled in securities, in cash or otherwise; (vi) announce the offering of any Shares or Related Securities; (vii) file any registration statement under the Securities Act in respect of any Shares or Related Securities (other than as contemplated by this Agreement with respect to the Offered Shares or except for registration statements on Form S-8 with respect to any and all Shares or Related Securities to be issued pursuant to any employee benefit or compensation plans, including any proposed amendments thereto, described in the Prospectus); or (viii) publicly announce the intention to do any of the foregoing. The foregoing shall not apply to (a) the Shares to be sold in this offering, (b) issuances of Shares or Related Securities pursuant to the conversion or exchange of convertible or exchangeable securities or the exercise of warrants or options outstanding as of the date hereof and described in the Prospectus, (c) issuances of Common Stock or grants of employee stock options, restricted stock or other incentive compensation pursuant to the terms of any employee benefit or compensation plan, including any proposed amendments thereto, described in the Prospectus, or issuances of Shares or Related Securities pursuant to the exercise of such options or the vesting of restricted stock or (d) the issuance by the Company of Shares or Related Securities in connection with a licensing arrangement, joint venture, acquisition or business combination or other collaboration or strategic transaction (including the filing of a registration statement on Form S-4 or other appropriate form with respect thereto); provided that, in the case of clause (d), recipients of such Shares or Related Securities agree to be bound by the terms of the lockup letter in the form of Exhibit E hereto and the sum of the aggregate number of Shares or Related Securities so issued shall not exceed 5% of the total outstanding Shares. For purposes of the foregoing, “Related Securities” shall mean any options or warrants or other rights to acquire Shares or any securities exchangeable or exercisable for or convertible into Shares, or to acquire other securities or rights ultimately exchangeable or exercisable for, or convertible into, Shares. If (i) during the last 17 days of the 90-day initial lock-up period, the Company issues an earnings release or discloses material news or a material event relating to the Company occurs, or (ii) prior to the expiration of such period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of such period, then in each case the Lock-up Period will be extended until the expiration of the 18-day period beginning on the date of the issuance of the earnings release or the disclosure of the material news or occurrence of the material event, as applicable, unless the Representatives waive, in writing, such extension (which waiver may be withheld in the sole discretion of the Representatives); provided, however, that such extension shall not apply if (i) the Company’s securities are “actively traded securities” (as defined in Regulation M of the Exchange Act), (ii) the Company meets the applicable requirements of paragraph (a)(1) of Rule 139 under the Securities Act in the manner contemplated by NASD Conduct Rule 2711(f)(4), and (iii) the provisions of NASD Conduct Rule 2711(f)(4) are not applicable to any research reports relating to the Company published or distributed by any of the Underwriters during the 15 days before or after the last day of the Lock-up Period (before giving effect to such extension). The Company will provide the Representatives with prior notice of any such announcement that gives rise to an extension of the Lock-up Period.

  • Proposal Proposal means any information supplied by or on behalf of the insured, deemed to be a completed proposal form and medical questionnaire and other relevant information that the insurer may require.

  • Exempt Offering Assuming the accuracy of the Purchasers’ representations and warranties set forth in this Agreement, no registration under the Securities Act is required for the offer and sale of the Subordinated Notes by the Company to the Purchasers.

  • Offer Notice (i) The Company shall give written notice (the “Offering Notice”) to the Sponsor stating its bona fide intention to offer the New Equity Securities and specifying the number of New Equity Securities and the material terms and conditions, including the price, pursuant to which the Company proposes to offer the New Equity Securities. (ii) The Offering Notice shall constitute the Company’s offer to sell the New Equity Securities to the Sponsor, which offer shall be irrevocable for a period of three (3) business days (the “ROFO Notice Period”).

  • Proposed Personnel

  • Drag Along Right Notwithstanding any other provision hereof, if any Holder has not exercised its Tag-Along Right with respect to the maximum number of Holder’s Shares for which such Holder is permitted (pursuant to Section 2(b)(ii)(B) above) to exercise such Tag-Along Right in respect of a Third Party Sale, then, upon the demand of any Selling Fortress Entity participating in such Third Party Sale (in each such entity’s sole discretion), such Holder shall sell to the respective Third Party the number of whole Holder’s Shares (rounded upwards or downwards, as applicable), whether or not the restrictions on Transfer of Common Stock have lapsed, equal to the product of (x) the total number of Holder’s Shares held by such Holder on the date of the Drag-Along Notice (as defined below) and (y) the Third Party Sale Percentage, at the same price and on the same terms and conditions as such Selling Fortress Entity has agreed to with such Third Party; provided, however, that each such Holder shall not be permitted to sell any unvested Holder’s Shares (provided that the Company may, in its sole discretion, accelerate the vesting of any unvested Holder’s Shares); provided further that such Selling Fortress Entity shall use its reasonable, good faith efforts to provide that (A) the only representation and warranty which such Holder shall be required to make in connection with the Third Party Sale is a representation and warranty with respect to such Holder’s own ownership of the Holder’s Shares to be sold by it and its ability to convey title thereto free and clear of liens, encumbrances and adverse claims and (B) the liability of such Holder with respect to any representation and warranty made in connection with the Third Party Sale is the several liability of such Holder (and not joint with any other person) and that such liability is limited to the amount of proceeds actually received by such Holder in the Third Party Sale; provided further, that a Holder shall not be obligated to participate in any Third Party Sale pursuant to this Section 2(b)(iii) unless such Holder is provided an opinion of counsel to the effect that the Third Party Sale is not in violation of applicable federal and state securities or other laws or, if such Holder is not provided with an opinion with respect to the matters contemplated by this proviso, each Selling Fortress Entity who has delivered a Drag-Along Notice to such Holder shall indemnify such Holder for any such violation. If the Third Party Sale is in the form of a merger transaction, each Holder agrees to vote its Holder’s Shares in favor of such merger and not to exercise any rights of appraisal or dissent afforded under applicable law.

  • Drag-Along Notice Prior to making any Drag-Along Sale in which the Drag-Along Shareholders wish to exercise their rights under this Section 5, the Drag-Along Shareholders shall provide the Company and the Dragged Shareholders with written notice (the “Drag-Along Notice”) not less than thirty (30) days prior to the proposed date of closing of the Drag-Along Sale (the “Drag-Along Sale Date”). The Drag-Along Notice shall set forth: (a) the name and address of the purchasers; (b) the proposed amount and form of consideration to be paid, and the terms and conditions of payment offered by each of the purchasers; (c) the Drag-Along Sale Date; (d) the number of shares held of record by the Drag-Along Shareholders on the date of the Drag-Along Notice which form the subject to be transferred, sold or otherwise disposed of by the Drag-Along Shareholders; and (e) the number of Shares of the Dragged Shareholders to be included in the Drag-Along Sale, as applicable. In the event that the Drag-Along Sale Date does not occur within ninety (90) days after the date of the Drag-Along Notice, the shareholders of the Company shall have no obligations to sell their Shares unless they receive a new Drag-Along Notice or otherwise agree with the purchaser(s) in writing.

  • Subsequent Rights Offerings In addition to any adjustments pursuant to Section 3(a) above, if at any time the Company grants, issues or sells any Common Stock Equivalents or rights to purchase stock, warrants, securities or other property pro rata to the record holders of any class of shares of Common Stock (the “Purchase Rights”), then the Holder will be entitled to acquire, upon the terms applicable to such Purchase Rights, the aggregate Purchase Rights which the Holder could have acquired if the Holder had held the number of shares of Common Stock acquirable upon complete exercise of this Warrant (without regard to any limitations on exercise hereof, including without limitation, the Beneficial Ownership Limitation) immediately before the date on which a record is taken for the grant, issuance or sale of such Purchase Rights, or, if no such record is taken, the date as of which the record holders of shares of Common Stock are to be determined for the grant, issue or sale of such Purchase Rights (provided, however, to the extent that the Holder’s right to participate in any such Purchase Right would result in the Holder exceeding the Beneficial Ownership Limitation, then the Holder shall not be entitled to participate in such Purchase Right to such extent (or beneficial ownership of such shares of Common Stock as a result of such Purchase Right to such extent) and such Purchase Right to such extent shall be held in abeyance for the Holder until such time, if ever, as its right thereto would not result in the Holder exceeding the Beneficial Ownership Limitation).

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