Atkins Shares definition
Examples of Atkins Shares in a sentence
When used herein, “Acquisition” refers to the acquisition by the Corporation or a direct or indirect wholly-owned subsidiary, of all of the Atkins Shares pursuant to the Scheme.
The Acquisition is expected to become effective (the “Acquisition Closing”) in the third quarter of 2017 (the “Acquisition Closing Date”) and is subject to the approval by the holders of Atkins Shares, Court (as defined below) sanction and the satisfaction of customary closing conditions, including antitrust approvals.
However, if SNC-Lavalin were to exercise its right to implement the Acquisition of the Atkins Shares by way of an Offer, such Offer will be made in compliance with applicable US tender offer and securities laws and regulations.
Accordingly, the Atkins Directors confirm they intend unanimously to recommend that Atkins Shareholders vote in favour of the Scheme at the Court Meeting and the resolutions to be proposed at the General Meeting as they have irrevocably undertaken to do in respect of their own beneficial holdings which are under their control of, in aggregate, 139,993 Atkins Shares representing approximately 0.14 per cent.
All of the Atkins Directors who hold Atkins Shares have irrevocably undertaken to vote, or procure votes, in favour of the Scheme at the Court Meeting and the resolutions to be proposed at the General Meeting in respect of their own beneficial holdings which are under their control, amounting to in aggregate, 139,993 Atkins Shares representing approximately 0.14 per cent.
It is further intended that an application will be made to the UK Listing Authority to cancel the listing of the Atkins Shares on the Official List, and the London Stock Exchange will be requested to cancel trading of Atkins Shares on the Main Market of the London Stock Exchange, with effect as of or shortly following the Effective Date.
Upon the Scheme becoming Effective: (i) it will be binding on all Atkins Shareholders, irrespective of whether or not they attended or voted at the Court Meeting or the General Meeting (and if they attended and voted, whether or not they voted in favour); and (ii) share certificates in respect of Atkins Shares will cease to be valid and entitlements to Atkins Shares held within the CREST system will be cancelled.
Any Atkins Shares issued before the Scheme Record Time will be subject to the terms of the Scheme.
As at the date of this Agreement the Atkins No.4 Employee Benefit Trust (the “EBT”) holds 2,464,878 Atkins Shares.
If SNC-Lavalin exercises its right to implement the acquisition of the Atkins Shares by way of an Offer, any such Offer made in Canada will be made in compliance with (or pursuant to available exemptions from) the applicable requirements of Canadian provincial securities laws.