Shire ADSs definition

Shire ADSs means American Depositary Shares, each representing three ---------- Ordinary Shares, of Shire.
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Shire ADSs means American Depositary Shares, each representing three Shire Ordinary Shares.
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Shire ADSs means the American Depositary Shares of Shire, or where appropriate, the American Depositary Receipts of Shire, evidencing such shares.
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Examples of Shire ADSs in a sentence

  • If the Average Shire ADS price as determined above is greater than or equal to $70.80, the exchange ratio will be fixed at 0.5226 Shire ADSs for each BioChem Share.

  • The obligations of Shire to deliver Shire Ordinary Shares and/or Shire ADSs, as the case may be, pursuant to the Automatic Exchange Right or the Exchange Right are subject to all applicable laws and regulatory or stock exchange requirements.

  • Any Shire Ordinary Shares or Shire ADSs issued upon the exercise of an Exchange Right will be issued, and any cash amounts in respect of fractional entitlements shall be paid, to the person to whom the relevant Preference Share was issued.

  • The Merger will be achieved through an exchange of shares, which values, on the basis of the current price of Shire ADSs, each BioChem Share at US$37 (C$54.4) and BioChem at approximately US$4.0 billion (C$5.9 billion) on a fully diluted basis.

  • The Shire ADSs to be issued in the Merger and under the ------ Xxxxxxx Option Plans after the Merger in accordance with this Agreement shall have been approved for listing on the Nasdaq National Market.

  • The Company shall procure that such cash amount shall be paid within 14 days of the relevant Conversion Date and if, for any reason, such amount is not so paid, the person to whom the Preference Share was issued shall be entitled to require that the Company procures that such number of Shire Ordinary Shares or Shire ADSs be issued to him as would have been so issued had the Cash-Out Option not been exercised.

  • Promptly following the Effective Time (as ------------------ defined in the Merger Agreement), Shire shall commence the registration of Shareholder's Shire ADSs received in the Merger (collectively the "Registrable Securities") on Form S-3 for an offering pursuant to Rule 415 promulgated by the Securities and Exchange Commission (the "SEC").

  • The Exchange Ratio at the date of these Articles is 49.6175 Shire Ordinary Shares for each Preference Share and, in the case of an exchange for Shire ADSs, 16.5392 Shire ADSs for each Preference Share.

  • Upon such payment or deposit of the Total Redemption Price and the full amount of such dividends, the holders of the Exchangeable Shares shall thereafter be considered and deemed for all purposes to be holders of the Shire Ordinary Shares and/or Shire ADSs delivered to them or the custodian on their behalf.

  • As of the Effective Time, the Ordinary Shares --------------- comprising the Merger Consideration (including Ordinary Shares delivered to the Depositary underlying the Shire ADSs constituting Merger Consideration) will have been duly authorized for issuance and, when issued and delivered in accordance with the terms of this Agreement, will be validly issued and fully paid.


More Definitions of Shire ADSs

Shire ADSs has the meaning ascribed to that term in the Plan of Arrangement.
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Related to Shire ADSs

  • Restricted ADS(s) and “Restricted Shares” shall have the respective meanings set forth in Section 2.14.

  • ADSs means the rights and interests in the Deposited Property (as hereinafter defined) granted to the Holders and Beneficial Owners pursuant to the terms and conditions of the Deposit Agreement and, if issued as Certificated ADS(s) (as hereinafter defined), the ADR(s) issued to evidence such ADSs. ADS(s) may be issued under the terms of the Deposit Agreement in the form of (a) Certificated ADS(s) (as hereinafter defined), in which case the ADS(s) are evidenced by ADR(s), or (b) Uncertificated ADS(s) (as hereinafter defined), in which case the ADS(s) are not evidenced by ADR(s) but are reflected on the direct registration system maintained by the Depositary for such purposes under the terms of Section 2.13. Unless otherwise specified in the Deposit Agreement or in any ADR, or unless the context otherwise requires, any reference to ADS(s) shall include Certificated ADS(s) and Uncertificated ADS(s), individually or collectively, as the context may require. Each ADS shall represent the right to receive, and to exercise the beneficial ownership interests in, the number of Shares specified in the form of ADR attached hereto as Exhibit A (as amended from time to time) that are on deposit with the Depositary and/or the Custodian, subject, in each case, to the terms and conditions of the Deposit Agreement and the applicable ADR (if issued as a Certificated ADS), until there shall occur a distribution upon Deposited Securities referred to in Section 4.2 or a change in Deposited Securities referred to in Section 4.11 with respect to which additional ADSs are not issued, and thereafter each ADS shall represent the right to receive, and to exercise the beneficial ownership interests in, the applicable Deposited Property on deposit with the Depositary and the Custodian determined in accordance with the terms of such Sections, subject, in each case, to the terms and conditions of the Deposit Agreement and the applicable ADR (if issued as a Certificated ADS). In addition, the ADS(s)-to-Share(s) ratio is subject to amendment as provided in Articles IV and VI of the Deposit Agreement (which may give rise to Depositary fees).

  • Depositary Shares means Depositary Shares, each representing 1/1,000 of a share of Stock and evidenced by a Receipt.

  • American Depositary Shares means the securities created under this Deposit Agreement representing rights with respect to the Deposited Securities. American Depositary Shares may be certificated securities evidenced by Receipts or uncertificated securities. The form of Receipt annexed as Exhibit A to this Deposit Agreement shall be the prospectus required under the Securities Act of 1933 for sales of both certificated and uncertificated American Depositary Shares. Except for those provisions of this Deposit Agreement that refer specifically to Receipts, all the provisions of this Deposit Agreement shall apply to both certificated and uncertificated American Depositary Shares. Each American Depositary Share shall represent the number of Shares specified in Exhibit A to this Deposit Agreement, except that, if there is a distribution upon Deposited Securities covered by Section 4.3, a change in Deposited Securities covered by Section 4.8 with respect to which additional American Depositary Shares are not delivered or a sale of Deposited Securities under Section 3.2 or 4.8, each American Depositary Share shall thereafter represent the amount of Shares or other Deposited Securities that are then on deposit per American Depositary Share after giving effect to that distribution, change or sale.

  • Company Preferred Shares shall have the meaning set forth in Section 4.2(a).

  • Uncertificated ADS(s) shall have the meaning set forth in Section 2.13.

  • ADRs and “Receipt(s)” shall mean the certificate(s) issued by the Depositary to evidence the American Depositary Shares issued under the terms of the Deposit Agreement in the form of Certificated ADS(s) (as hereinafter defined), as such ADRs may be amended from time to time in accordance with the provisions of the Deposit Agreement. An ADR may evidence any number of ADSs and may, in the case of ADSs held through a central depository such as DTC, be in the form of a “Balance Certificate.”

  • Company Preferred Stock means the preferred stock, par value $0.001 per share, of the Company.

  • Company Series B Preferred Stock means the Series B Preferred Stock, par value $0.0001 per share, of the Company.

  • Class B Preferred Stock means the Class B Preferred Stock of the Company, par value $0.0001 per share.

  • Full Entitlement Share(s) shall have the respective meanings set forth in Section 2.12.

  • Full Entitlement ADR(s) “Full Entitlement ADS(s)” and “Full Entitlement Share(s)” shall have the respective meanings set forth in Section 2.12.

  • Company IP Registrations means all Company Intellectual Property that is subject to any issuance registration, application or other filing by, to or with any Governmental Authority or authorized private registrar in any jurisdiction, including registered trademarks, domain names and copyrights, issued and reissued patents and pending applications for any of the foregoing.

  • Preference Shares means the Preference Shares in the capital of the Company of $0.0001 nominal or par value designated as Preference Shares, and having the rights provided for in these Articles.

  • Certificated ADS(s) shall have the meaning set forth in Section 2.13.

  • Company Series C Preferred Stock means the Series C Preferred Stock, par value $0.0001 per share, of the Company.

  • Non Book-Entry Preferred Securities shall have the meaning set forth in Section 2.4.

  • DRS shall have the meaning given to such term under the HIPAA Privacy Rule in 45 34 CFR § 164.501.

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share.

  • Escrowed Shares has the meaning set forth in Section 2.4.

  • Securities System means the Federal Reserve Book-Entry System, a clearing agency which acts as a Securities Depository, or another book entry system for the central handling of securities (including an Eligible Securities Depository).

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • Authorized shares means the shares of all classes a domestic or foreign corporation is authorized to issue.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Settlement Shares With respect to any Settlement Date, a number of Shares, not to exceed the Base Amount, designated as such by Party B in the related Settlement Notice or by Party A pursuant to “Termination Settlement” below; provided that on the Maturity Date the number of Settlement Shares shall be equal to the Base Amount on such date.