Examples of Company T Shares in a sentence
As of the date of this Agreement, such Company T Shareholder’s Existing Shares constitute all of the Company T Shares and Company T ADSs Beneficially Owned or owned of record by such Company T Shareholder.
As of the date of this Agreement, the Company T Shareholder’s Existing Shares constitute all of the Company T Shares and Company T ADSs Beneficially Owned or owned of record by the Company T Shareholder.
The Exchange Agent shall (i) receive all Company Y ADSs not used for share exchange in the Merger because of the existence of fractional Company Y Class A Shares or Company Y ADSs and (ii) sell such Company Y ADSs on behalf of the holders of fractional Company Y Class A Shares or Company Y ADSs on The New York Stock Exchange and pass on the proceeds due and payable to such holders of Company T Shares and Company T ADSs in cash.
Upon the cancellation of any Company T Shares at the Effective Time, the registered holder of such cancelled Company T Shares shall have no further rights in respect of such cancelled Company T Shares, and each Certificate in respect of such cancelled Company T Shares shall be deemed at any time after the Effective Time to represent only the right to receive the Per Share Merger Consideration as contemplated by this Article II, without interest.
If a holder of Dissenters Shares effectively withdraws its demand for, or loses its rights to, dissent from the Merger pursuant to Section 238 of the Cayman Companies Law with respect to any Dissenters Shares, such Company T Shares shall cease to be Dissenters Shares.
At the Effective Time, the register of members of Company T and the register of Receipts of Company T shall be closed, and thereafter there shall be no further registration of transfers on the register of members of the Surviving Corporation of Company T Shares or on the register of Receipts of Company T of Company T ADSs that were issued and outstanding immediately prior to the Effective Time.
Company Y and Company T shall use reasonable efforts to cause Company T Shares to be delisted from the NASDAQ Global Market and Company T to be deregistered under the Exchange Act as promptly as practicable after the Effective Time.
Company Y, Merger Sub and Company T respectively agree that the Per Share Merger Consideration represents the fair value of Company T Shares for the purposes of Section 238(8) of the Cayman Companies Law.
Each such Company Y Option shall be exercisable for that number of whole Company Y Class A Shares (rounded down to the nearest whole share) equal to the product of (i) the total number of Company T Shares subject to such Company T Option and (ii) the Exchange Ratio, at an exercise price per Company Y Class A Share (rounded up to the nearest whole cent) equal to the quotient obtained by dividing (x) the exercise price per share of the Company T Option by (y) the Exchange Ratio.
Subject to Section 2.6, the Merger Consideration paid in respect of the cancellation of Company T Shares and Company T ADSs in accordance with the terms of this Article II shall be deemed to have been paid in full satisfaction of all rights pertaining to Company T Shares (including Company T Shares previously represented by Certificates and Uncertificated Shares) or Receipts.