Cash Settled Shares means, in respect of the exercise of Conversion Rights by a holder, such number of Ordinary Shares (which shall be a whole number of Ordinary Shares and shall not exceed the number of Reference Shares in respect of such exercise) as determined by the Issuer and notified to the relevant holder in the relevant Cash Alternative Election Notice in accordance with Condition 6(l).
Cash Settled Shares means, in respect of an exercise of Conversion Rights by a Bondholder, such number of Ordinary Shares (which shall not exceed the number of Reference Shares in respect of such exercise) as determined by the Issuer and notified to the relevant Bondholder in the relevant Alternative Settlement Election Notice in accordance with Condition 6(c).
Cash Settled Shares means, in respect of any exercise of a Settlement Right by a holder where the Settlement Date falls prior to the Physical Settlement Date, the number of Ordinary Shares (including, for this purpose, any fraction of an Ordinary Share) determined by dividing the aggregate principal amount of the relevant Bonds in respect of which the Settlement Right shall have been exercised by the relevant Bondholder by the Conversion Price in effect on the relevant Settlement Date except that where the Settlement Date falls on or after the date an adjustment to the Conversion Price takes effect pursuant to Conditions 6(b)(i), 6(b)(ii), 6(b)(iii), 6(b)(iv), 6(b)(v) or 6(b)(ix) but on or prior to the record date or other due date for establishment of entitlement in respect of the relevant event giving rise to such adjustment, then the Conversion Price in respect of such exercise shall be such Conversion Price as would have been applicable to such exercise had no such adjustment been made.A “Change of Control” shall occur if:
Examples of Cash Settled Shares in a sentence
With respect to the Cash Settled Shares, a Loan Noteholder who converts its Loan Notes as of such Conversion Date will receive, in respect of each Loan Note so converted, the Cash Alternative Amount.
For the avoidance of doubt, the Calculation Agent may select a Settled Number of Shares for the first settlement hereunder that equals the total Number of Cash- Settled Shares, in which case there shall be only one such settlement hereunder in respect of such Number of Cash-Settled Shares.
The Cash Alternative Election Notice shall specify (i) the number of Settlement Shares and (ii) the number of Cash Settled Shares.
Cash Settled Shares means, in respect of any conversion of Bonds, the number of Ordinary Shares as would, if the relevant Delivery Date occurred after the Physical Settlement Notice Date, be required to be delivered to the relevant Bondholder in connection with such conversion pursuant to Condition 6.1, 6.2, 6.3, 6.4 or 6.5, as applicable.
More Definitions of Cash Settled Shares
Cash Settled Shares means, in respect of an exercise of Conversion Rights by a Bondholder, such number of Ordinary Shares as is equal to the product (rounded down to the nearest whole number of Ordinary Shares) of (x) such number comprised between 0 (exclusive) and 1 (inclusive) as determined by the Issuer in its sole discretion (the “Cash Settlement Ratio”) and (y) the Reference Shares in relation to such exercise, and notified to the relevant Bondholder in the relevant Cash Alternative Election Notice in accordance with Condition 6(m).a “Change of Control” shall occur if an offer is made by any person, other than an Exempt Person, to all (or as nearly as may be practicable all) Shareholders other than the offeror and/or any parties acting in concert (as defined in Article 3, paragraph 1, 5° of the Belgian Law of 1 April 2007 on public takeover bids, as amended) with the offeror, to acquire all or a majority of the issued ordinary share capital of the Guarantor and (the period for such offer being closed, the definitive results of such offer having been announced and such offer having become unconditional in all respects) the offeror has acquired, or, following the publication of the results of such offer by the offeror, is entitled (such entitlement being unconditional and not being subject to any discretion of the offeror as to whether to exercise it or not) to acquire as a result of such offer, post- completion thereof, Ordinary Shares or other voting rights of the Guarantor so that it has the right to cast more than 50 per cent. of the votes which may ordinarily be cast on a poll at a general meeting of the Guarantor, whereby the date on which the Change of Control shall be deemed to have occurred shall be the date of the publication by the offeror of the results of the relevant offer (and for the sake of clarity prior to any reopening of the offer in accordance with Article 42 of the Belgian Royal Decree of 27 April 2007 (as amended) on takeover bids).
Cash Settled Shares means the number of Ordinary Shares (including any fraction of an Ordinary Share) which is equal to the Reference Shares minus, if any, the Fixed Number of Shares.
Cash Settled Shares means, in respect of (i) the exercise of Conversion Rights by a holder, such number of Ordinary Shares (which shall not exceed the number of Reference Shares in respect of such exercise) as determined by the Issuer and notified to the relevant holder in the relevant Cash Alternative Election Notice in accordance with Condition 6(k) or (ii) any exercise of a Settlement Right by a holder where the Settlement Date falls prior to the Physical Settlement Date, the number of Ordinary Shares (including, for this purpose, any fraction of an Ordinary Share but rounded, if necessary, to three decimal places, with 0.0005 being rounded up) determined by dividing the aggregate principal amount of the relevant Bonds in respect of which the Settlement Right shall have been exercised by the relevant Bondholder by the Conversion Price in effect on the relevant Settlement Date.a “Change of Control” shall be deemed to have occurred each time that (whether or not approved by the Board of Directors of the Issuer) any person or persons acting together or any person or persons acting on behalf of such person(s) (other than an Exempt Person) has/have acquired control of the Issuer (other than as a result of a Permitted Reorganisation) and where “control” means the acquisition or holding or legal or beneficial ownership or control, whether directly or indirectly, of more than 50 per cent. of the Voting Rights of the Issuer, and “controlled” shall be construed accordingly.
Cash Settled Shares means, in respect of (i) the exercise of Conversion Rights by a holder, such number of Shares (which shall be a whole number of Shares and which shall not exceed the number of Reference Shares) as determined by the Issuer and notified to the relevant Noteholder in the relevant Cash Alternative Election Notice in accordance with Condition 14(b) (Cash Alternative Election – Cash Alternative Election Notice) or (ii) any exercise of Settlement Rights by a holder where the Settlement Date falls prior to the Physical Settlement Commencement Date, the number of Shares (including, for this purpose, any fraction of a Share) determined by dividing the principal amount of the relevant Notes in respect of which the Settlement Rights shall have been exercised by the relevant Noteholder by the Conversion Price in effect on the relevant Settlement Date.
Cash Settled Shares means, in respect of an exercise of Conversion Rights by a Bondholder, such number of Ordinary Shares (which shall not exceed the number of Reference Shares in respect of such exercise) asdetermined by the Issuer and notified to the relevant Bondholder in the relevant Alternative Settlement Election Notice in accordance with Condition 6(c).A “Change of Control” shall occur if (i) any person or persons, acting together, acquire(s) or becomes, directly or indirectly, the legal or beneficial owner of more than 50 per cent. of the issued ordinary share capital of the Issuer (other than in any such case as a result of an Exempt Newco Scheme) or (ii) any person makes an offer to all (or as nearly as may be practicable all) Shareholders (or all (or as nearly as may be practicable all) such Shareholders other than the offeror and/or any associate of the offeror), to acquire all or a majority of the issued ordinary share capital of the Issuer or if any person proposes a Scheme of Arrangement with regard to such acquisition (other than an Exempt Newco Scheme) and (such offer or Scheme of Arrangement having become or been declared unconditional in all respects or having become effective) such person acquires or becomes, directly or indirectly, the legal or beneficial owner of more than 50 per cent. of the issued ordinary share capital of the Issuer.
Cash Settled Shares means, in respect of an exercise of Conversion Rights by a Noteholder, such number of Class A Shares (which shall not exceed the number of Reference Shares in respect of such exercise) as determined by the Issuer and notified to the relevant Noteholder in the relevant Alternative Settlement Election Notice in accordance with Condition 6(c).A “Change of Control” shall occur if any person or persons acting together (in each case other than a Permitted Holder) (i) acquire(s) or become(s), directly or indirectly, the legal or beneficial owner of more than 50 per cent. of the voting rights attributable to either (A) the Class A Shares and Class B Shares taken together, or (B) all voting securities of the Issuer taken together; or (ii) acquire(s) the right to appoint and/or remove all or a majority of the members of the board of directors (raad van bestuur) of the Issuer.
Cash Settled Shares means, in respect of any exercise of (i) a Settlement Right by a Bondholder, the number of Shares determined by dividing the Nominal Amount of the relevant Bonds by the Conversion Price (or, where the provisions of paragraph (c) of Clause 10.3 (Redemption at the option of a Bondholder due to a Change of Control Event prior to satisfaction of the Conversion Right Conditions) apply following the occurrence of a Change of Control Event, the relevant Change of Control Conversion Price) in effect on the relevant Settlement Notice Date; or (ii) the Conversion Right by a Bondholder in respect of which a Cash Settlement Election is made by the Issuer, such number of Shares (which shall be a whole number of Shares and not exceed the number of Reference Shares) as is specified by the Issuer in its sole discretion in the relevant Cash Settlement Election Notice in accordance with Clause 12.7.