Examples of Company CDIs in a sentence
All outstanding shares of Company Common Stock, Company CDIs, options, warrants, equity-based compensation awards (whether payable in equity, cash or otherwise) and other securities of the Company and its Subsidiaries have been issued and granted in compliance in all material respects with all applicable securities Laws and other applicable Law.
Unless expressly stated otherwise, or the context otherwise requires, references in this agreement to (i) holders of shares of Company Common Stock includes holders of Company CDIs but does not include the Depositary as a legal holder of shares of Company Common Stock, and (ii) shares of Company Common Stock and Company CDIs will be interpreted so as to avoid double counting of shares of Company Common Stock held by the Depositary in which holders of Company CDIs have a beneficial interest.
Prior to the Closing, the Company will take all actions that are reasonably necessary to provide that the Company CDIs will, at the Effective Time or such other time as the parties hereto agree with ASX and the Company (as applicable), be (a) suspended from quotation on ASX and (b) cancelled or exchanged for their applicable Company Shares in accordance with the ASX Settlement Rules.
All outstanding shares of Company Common Stock (including Restricted Shares) and Company CDIs are, and all shares of Company Common Stock issuable upon exercise of Stock Options will be when issued, duly authorized, validly issued, fully paid and nonassessable and are not or will not be, as applicable, subject to and were not or will not be, as applicable, issued inviolation of, any preemptive or similar right, purchase option, call or right of first refusal or similar right.
However, there was an early recognition that parliamentary, provincial, and district elections would be complicated to organize and might be delayed.
The authorized capital stock of the Company consists of 750,000,000 Company Shares, 300,000,000 shares of common prime stock, $0.00001 par value per share, and 750,000,000 shares of preferred stock, $0.00001 par value per share, of which, as of February 25, 2022 (the “ Measurement Date”), (i) 5,875,332 Company Shares (including Company Restricted Shares (if any)), (ii) 198,534,629 Company CDIs and (iii) no shares of common prime stock or preferred stock, were issued and outstanding.
Each share of Company Stock issued and outstanding immediately prior to the Effective Time (other than the Excluded Shares and the Dissenting Shares, but including the shares of Company Stock that are underlying Company CDIs outstanding immediately prior to the Effective Time (the “Depositary Shares”) shall be converted automatically into and shall thereafter represent the right to receive an amount in cash equal to, without interest, the Merger Consideration.
At or prior to the Effective Time, Parent shall deposit, or cause to be deposited, for the benefit of the holders of shares of Company Common Stock (other than the Excluded Shares, Dissenting Shares, Restricted Shares and Depositary Shares), and holders of Company CDIs cash in Australian dollars with the Paying Agent in an amount sufficient to pay the aggregate amount of the Merger Consideration and the CDI Merger Consideration payable pursuant to Section 2.1(a) and Section 2.1(b).
You will be responsible for all brokerage and other transaction costs incurred for any sale of your CDIs.Following the close of trading on the Suspension Date, you will not be able to sell your Company CDIs on the ASX.
IRC : 9-1972, 35 – 1997,38-1988, 39-1986, 52-2001, 54-974, 62-1976, 64-1990, 66-1976, 67-2001, 69-1977, 73-1980, 79-1981, 80-1981, 86-1983, 98-1997, 99-1988, 103-1988, 104-1988,110-19965.