SpinCo Shares definition
Examples of SpinCo Shares in a sentence
Without limiting the generality of Section 4.2(c), SpinCo Shares held in the SpinCo Common Stock Fund under the Company U.S. Savings Plan on behalf of SpinCo Participants shall be transferred in kind to the SpinCo Common Stock Fund under the SpinCo U.S. Savings Plan, and Company Shares held in the Company Common Stock Fund under the Company U.S. Savings Plan on behalf of SpinCo Participants shall be transferred in kind to the Company Common Stock Fund under the SpinCo U.S Savings Plan.
The Company and SpinCo shall take such actions as may be necessary to approve the grants of adjusted equity awards by the Company (in respect of Company Shares) and SpinCo (in respect of SpinCo Shares) in connection with the Distribution in order to satisfy the requirements of Rule 16b-3 under the Exchange Act.
SpinCo shall prepare and file, and shall use its reasonable best efforts to have approved, an application for the listing of the SpinCo Shares to be distributed in the Distribution on Nasdaq, NYSE or such other national securities exchange as selected in the Company’s sole discretion, subject to official notice of distribution.
The number of SpinCo Shares subject to the SpinCo DSU Award shall be equal to the product (rounded up to the nearest whole share) of (x) the number of Company Shares subject to the corresponding Company DSU Award, as applicable, immediately prior to the Distribution Effective Time, multiplied by (y) the Distribution Ratio.
The number of SpinCo Shares subject to the SpinCo Option Award shall be equal to the product (rounded down to the nearest whole share) of (x) the number of Company Shares subject to the corresponding Shareholder Method Option Award immediately prior to the Distribution Effective Time, multiplied by (y) the SpinCo Stock Value Ratio.