Company Split definition

Company Split means the split of the Shares that occurred on March 5, 2018, pursuant to which each pre-split Share was exchanged for two post-split Shares;
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Company Split shall have the meaning ascribed to such term in paragraph B of the Recitals.
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Company Split has the meaning ascribed to such term in the Recitals.
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Examples of Company Split in a sentence

  • The Company Split is a part of the Company’s intention to form even more robust governance and lay the foundation as Asia’s global investment bank by consolidating the NAH subsidiaries under NAPH.

  • Outlines of the Companies Involved in the Company Split (1) NSC 1.

  • For further details, please refer to the press release “Transfer of Battery Separator Business to Wholly-owned Subsidiary through Company Split (Simple Absorption-type Split) and Sale of Shares in Such Subsidiary” issued on 1 September 2021.

  • Accordingly, it will be implemented without holding Idemitsu Kosan’s shareholders meeting to approve the Absorption-type Company Split Agreement.

  • Status Following the Company Split There will be no changes in the NSC’s trade name, location of head office, name and title of the representative, business descriptions, paid-in capital or fiscal year-end as a result of the Company Split.

  • Outline of the Business Division to be Succeeded (1) Business Description of the Division to be Succeeded The business to be succeeded through the Company Split is the business conducted by NSE’s Plant & Machinery Sector (excluding business, etc.

  • Further details will be determined by the execution of the Absorption-type Company Split Agreement.

  • Under the Company Split, NSC will succeed to the assets, liabilities and other rights and obligations held by NSE in connection with the Business, as specified in the company split agreement.

  • The purpose of the Company Split is to strengthen facilities engineering system through the optimal allocation of management resources among Nippon Steel group to further promote the development of innovative process technologies and introduction of equipment, etc.

  • There will be no changes in Hitachi’s capitalization as a result of the Company Split.


More Definitions of Company Split

Company Split has the meaning ascribed to it in Section 2.1(c). “Current Assets” means all accounts receivables and inventories of the Volt Business (excluding for the avoidance of doubt any Cash) calculated in accordance with, and in a manner consistent with, the Accounting Principles. “Current Liabilities” means all accounts payables of the Volt Business and the accrued liabilities equal to the amount by which the aggregate amount of the purchase prices set forth in Section 2.1 of the respective Volt Business Transfer Agreements exceeds the purchase price set forth in Section 2.1 of the Non-Volt Business Transfer Agreement (excluding for the avoidance of doubt any accrued expenses or any Indebtedness of the Volt Business) calculated in accordance with, and in a manner consistent with, the Accounting Principles. - 2 - “Data Room” means the virtual data room operated by Intralinks, Inc. containing documents and written information relating to the Volt Business made available by Seller to Purchaser. “Deductible” has the meaning ascribed to it in Section 9.6(b)(ii). “Disclosure Letter” has the meaning ascribed to it in Section 6.1. “Financial Statements” has the meaning ascribed to it in Section 6.1(f). “Fairly Disclosed” means disclosed, with sufficient detail and in a sufficiently clear manner to reasonably identify for a reasonable Person the nature and scope of the matter disclosed, and the likelihood and financial impact thereof. “Fundamental Warranties” means the representations and warranties made by Seller in Sections 6.1(a), 6.1(b) and 6.1(c). “GAAP” means generally accepted accounting principles in the relevant country or region in effect from time to time. “Governmental Authorities” means any court, governmental authority, governmental body, or other regulatory or administrative agency, authority or commission of any government of any country, or a self-regulatory organization in any country. “Governmental Authorization” means any (a) approval, consent, license, permit, waiver, or other authorization issued, granted, given, or otherwise made available by or under the authority of any Governmental Authority or pursuant to any Law, (b) right granted, given or otherwise made under any contract with any Governmental Authority or (c) notice or other regulatory filing submitted with any Governmental Authority. “Indebtedness” means (a) all indebtedness of the Volt Business, whether or not contingent, for borrowed money, evidenced by notes, debentures or similar instru...
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Company Split has the meaning ascribed to it in Section 2.1(c).
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Company Split means the company split (kaisha bunkatsu) transaction under the Commercial Code, which will be conducted as a draw down split (butteki bunkatsu), and as a result of which the Company will be established and the Company will assume the Business from NECY in accordance with this Agreement.
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Company Split means an absorption-type corporate split (kyūshū bunkatsu) to be consummated by Seller and Purchaser in accordance with the terms and conditions of this Agreement and the Company Split Agreement.
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Related to Company Split

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Spinoff means a transaction in which the Transferor Plan transfers only part of its assets and/or liabilities to the Transferee Plan. The Transferee Plan may be a New Plan that is created in the Spinoff, or it may be a preexisting plan that simply receives part of the assets and/or liabilities of the Transferor Plan.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Effective Time has the meaning set forth in Section 2.2.

  • Company Stock Plans has the meaning set forth in Section 3.02(b).

  • Company Sale means a transaction with a third Person that is not an Affiliate of the Company or group of third Persons that, acting in concert, do not collectively constitute Affiliates of the Company, pursuant to which such Person or Persons acquire, in any single transaction or series of related transactions, (i) all of the outstanding Equity Securities of the Company, (ii) all or substantially all of the assets of the Company and its Subsidiaries or (iii) Equity Securities of the Company authorized and issued following the Effective Date and possessing the power to elect or appoint a majority of the Board of Managers (or any similar governing body of any surviving or resulting Person).

  • Company SAR means any stock appreciation right linked to the price of Company Common Stock and granted under any Company Stock Plan.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Company Shares means the common shares in the capital of the Company;

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Company Merger has the meaning specified in the Recitals hereto.

  • Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.

  • Common Share Reorganization has the meaning set forth in Section 4.1;

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Separation Time means the close of business on the earlier of (i) the tenth business day (or such later date as the Board of Directors of the Company may from time to time fix by resolution adopted prior to the Separation Time that would otherwise have occurred) after the date on which any Person commences a tender or exchange offer which, if consummated, would result in such Person's becoming an Acquiring Person and (ii) the Flip-in Date; provided, that if the foregoing results in the Separation Time being prior to the Record Time, the Separation Time shall be the Record Time and provided further, that if any tender or exchange offer referred to in clause (i) of this paragraph is cancelled, terminated or otherwise withdrawn prior to the Separation Time without the purchase of any shares of Common Stock pursuant thereto, such offer shall be deemed, for purposes of this paragraph, never to have been made.

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Company SEC Documents has the meaning set forth in Section 3.04(a).

  • Employee Share Scheme means a scheme established by a company, whether by means of a trust or otherwise, for the purpose of offering 10 participation therein solely to employees and officers of the company or a subsidiary of the company, either—

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Stock Split means any kind of stock split in relation to the Shares, including a free share distribution to the holders of Shares, a stock dividend or a sub-division of Shares;

  • Parent Stock Plans has the meaning set forth in Section 4.5(a).

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • QFII means a qualified foreign institutional investor approved pursuant to the relevant PRC regulations (as amended from time to time).