Examples of Company ADSs in a sentence
Shareholder shall not, on or prior to the record date for the Company Shareholders Meeting, convert or cause to be converted into Company ADSs any Company Shares Owned by Shareholder.
Notwithstanding anything in this Deposit Agreement or in the form of ADR to the contrary at such time as Direct Registration ADRs are permitted within the system of The Depository Trust Company, ADSs shall be evidenced by Direct Registration ADRs, unless certificated ADRs are specifically requested by the Holder.
If, after the Effective Time, Certificates, Uncertificated Shares or Company ADSs are presented to the Surviving Company for any reason, they shall be canceled and exchanged as provided in this Article II.
The Company ADSs are traded on the New York Stock Exchange (the “NYSE”) and on the OTC market (Freiverkehr) on the stock exchanges of Berlin, Frankfurt am Main, Stuttgart and the Tradegate Exchange.
The Company Ordinary Shares are represented by American Depositary Shares (the “Company ADSs”), which are issued under a deposit agreement among Elster, Deutsche Bank Trust Company Americas and the holders and beneficial owners of Company ADSs, as in effect as of the date hereof (the “Deposit Agreement”).
All outstanding Ordinary Shares and Company ADSs are, and all such shares that may be issued prior to the Effective Time will be when issued, duly authorized, validly issued, fully paid, nonassessable and not subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive rights, subscription right or any similar right under any provision of the ICL, the Charter Documents or any Contract to which the Company is otherwise bound.
As soon as reasonably practicable after the Effective Time, the Surviving Company shall provide notice to the Depositary to terminate the Deposit Agreement in accordance with its terms and this Agreement; provided that this termination shall have no effect on the obligations and procedures established with the Depositary pursuant to Section 2.8(c) with respect to receipt and payment of the Merger Consideration to the holders of Company ADSs.
Notwithstanding anything to the contrary contained in this Agreement, each of Parent and Purchaser shall be entitled to deduct and withhold from any consideration payable pursuant to this Agreement to any security holder or former security holder of the Company (including any holder or former holder of Company ADSs) such amounts as are required to be deducted or withheld therefrom under any provision of applicable Tax Law.