Common use of Share Purchase Rights Clause in Contracts

Share Purchase Rights. In case the Company shall issue rights, options or warrants to all holders of its Common Shares (that are not available on an equivalent basis to Holders of the Units upon settlement of the Purchase Contracts underlying such Units) entitling them, for a period expiring within 45 days after the record date for the determination of shareholders entitled to receive such rights, options or warrants, to subscribe for or purchase Common Shares at a price per share less than the Current Market Price per Common Share on the date fixed for the determination of shareholders entitled to receive such rights, options or warrants (other than pursuant to a dividend reinvestment, share purchase or similar plan), the Settlement Rate in effect at the opening of business on the day following the date fixed for such determination shall be increased by dividing such Settlement Rate by a fraction, the numerator of which shall be the number of Common Shares outstanding at the close of business on the date fixed for such determination plus the number of Common Shares which the aggregate of the offering price of the total number of Common Shares so offered for subscription or purchase would purchase at such Current Market Price per Common Share and the denominator of which shall be the number of Common Shares outstanding at the close of business on the date fixed for such determination plus the number of Common Shares so offered for subscription or purchase, such increase to become effective immediately after the opening of business on the day following the date fixed for such determination. For the purposes of this paragraph (2), the number of Common Shares at any time outstanding shall not include shares held in the treasury of the Company but shall include any shares issuable in respect of any scrip certificates issued in lieu of fractions of Common Shares. The Company shall not issue any such rights, options or warrants in respect of Common Shares held in the treasury of the Company.

Appears in 3 contracts

Samples: Purchase Contract Agreement (Platinum Underwriters Holdings LTD), Purchase Contract Agreement (Platinum Underwriters Holdings LTD), Purchase Contract Agreement (Platinum Underwriters Holdings LTD)

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Share Purchase Rights. In case If the Company shall issue rights, options issues rights or warrants to all or substantially all holders of its outstanding Common Shares that entitle the holders of its Common Shares (that are not available on an equivalent basis to Holders of the Units upon settlement of the Purchase Contracts underlying such Units) entitling them, for a period expiring within 45 60 days after the record date for the determination of shareholders entitled to receive such rights, options rights or warrants, to subscribe for or purchase Common Shares Shares, or securities convertible into Common Shares, at a price per share less than the Current Market Price per Common Share on the date fixed for the determination of shareholders entitled to receive such rights, options rights or warrants (other than pursuant to a dividend reinvestment, share purchase or similar reinvestment plan), the Settlement Rate shall be adjusted so that the same shall equal the rate determined by dividing such Settlement Rate in effect at the opening of business on the day date following the date fixed for such determination shall be increased by dividing such Settlement Rate by a fraction, fraction of which the numerator of which shall be the number of Common Shares outstanding at the close of business on the date fixed for such determination plus the number of Common Shares shares which the aggregate of the offering price of the total number of Common Shares shares so offered for subscription or purchase would purchase at such Current Market Price per Common Share Price, and of which the denominator of which shall be the number of Common Shares outstanding at on the close of business on the date fixed for such determination plus the number of additional Common Shares so offered for subscription or purchase, such . Such increase to shall become effective immediately after the opening of business on the day following the date fixed for such the determination. For To the purposes extent that Common Shares are not delivered pursuant to such rights or warrants, upon the expiration or termination of this paragraph (2), such rights or warrants the Settlement Rate shall be readjusted to be the Settlement Rate which would then be in effect had the adjustments made upon the issuance of such rights or warrants been made on the basis of delivery of only the number of Common Shares actually delivered. If such rights or warrants are not so issued, the Settlement Rate shall again be adjusted to be the Settlement Rate which would then be in effect if such date fixed for the determination of shareholders entitled to receive such rights or warrants had not been fixed. In determining whether any rights or warrants entitle the holders to subscribe for or purchase Common Shares at any time outstanding shall not include shares held less than such Current Market Price, and in determining the treasury aggregate offering price of the Company but shall include any shares issuable in respect of any scrip certificates issued in lieu of fractions of such Common Shares. The Company , there shall not issue be taken into account any consideration received for such rightsrights or warrants, options or warrants in respect with the value of Common Shares held in such consideration, if other than cash, to be determined by the treasury Board of the CompanyDirectors.

Appears in 2 contracts

Samples: Purchase Contract and Unit Agreement (Nortel Networks Corp), Purchase Contract and Unit Agreement (Nortel Networks Corp)

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Share Purchase Rights. In case the Company shall issue rights, options or warrants to all holders of its Common Shares Stock (that are not available on an equivalent basis to Holders of the Units upon settlement of the Purchase Contracts underlying such Units) entitling them, for a period expiring within 45 days after the record date for the determination of shareholders entitled to receive such rights, options or warrants, to subscribe for or purchase Common Shares Stock at a price per share less than the Current Market Price per share of Common Share Stock on the date fixed for the determination of shareholders entitled to receive such rights, options or warrants (other than pursuant to a dividend reinvestment, share purchase or similar plan), the Settlement Rate in effect at the opening of business on the day following the date fixed for such determination shall be increased by dividing such Settlement Rate by a fraction, the numerator of which shall be the number of shares of Common Shares Stock outstanding at the close of business on the date fixed for such determination plus the number of shares of Common Shares Stock which the aggregate of the offering price of the total number of shares of Common Shares Stock so offered for subscription or purchase would purchase at such Current Market Price per share of Common Share Stock and the denominator of which shall be the number of shares of Common Shares Stock outstanding at the close of business on the date fixed for such determination plus the number of shares of Common Shares Stock so offered for subscription or purchase, such increase to become effective immediately after the opening of business on the day following the date fixed for such determination. For the purposes of this paragraph (2), the number of shares of Common Shares Stock at any time outstanding shall not include shares held in the treasury of the Company but shall include any shares issuable in respect of any scrip certificates issued in lieu of fractions of shares of Common SharesStock. The Company shall not issue any such rights, options or warrants in respect of Common Shares Stock held in the treasury of the Company.

Appears in 1 contract

Samples: Purchase Contract Agreement (Household International Inc)

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