Examples of Undertaking Shareholders in a sentence
As mentioned above, the Acceptance Condition will be fulfilled upon the acceptance of the Offer by the Undertaking Shareholders in respect of all and not some only of their respective Relevant Shares pursuant to their respective Irrevocable Undertakings, and accordingly, the Offeror will be entitled to exercise its rights of compulsory acquisition under Section 215(1) of the Companies Act.
Upon receipt of such valid acceptances from the Undertaking Shareholders, the Offeror and its Concert Parties will hold in aggregate 149,823,043 Shares, representing approximately 67.49% of the total number of issued Shares.
Each of the Irrevocable Undertakings shall terminate, lapse or cease to have any effect upon the Offer being withdrawn for whatever reason other than a breach of the obligations of the Undertaking Shareholders under their respective Irrevocable Undertakings.
Accordingly, the Undertaking Shareholders collectively will subscribe and pay in full and/or procure the subscription and payment in full for an aggregate of 49,307,500 Rights Shares, which constitutes approximately 31.51 per cent.
The Ng Family Undertaking Shareholders and AIF have undertaken to accept the Offer in respect of an aggregate of 503,278,416 Shares, representing approximately 66.82% of the total number of issued Shares.
Based on the total number of issued Shares as at the Latest Practicable Date, the Offer Acceptance Condition will be satisfied upon receipt of valid acceptances from the Undertaking Shareholders pursuant to the Irrevocable Undertakings and the Offer will become and be capable of being declared unconditional as to acceptances and in all other respects.
The Key Undertaking Shareholders have agreed to waive their rights to receive, in aggregate, an amount equal to S$20 million (the “Deferred Consideration”) within the time period prescribed under Rule 30 of the Code.
As none of the Undertaking Shareholders is a related corporation or nominee of the Offeror under the Companies Act, the 575,436,117 Offer Shares (representing approximately 87.79% of the total number of issued CMZ Shares) to be tendered by the Undertaking Shareholders in acceptance of the Offer pursuant to their Irrevocable Undertakings will be included and count towards the 90% threshold for compulsory acquisition under Section 215(1) of the Companies Act.
In addition, the Company has obtained the Irrevocable Undertakings from the Undertaking Shareholders (information as set out below).
For avoidance of doubt, the subscription of Rights Shares (including excess Rights Shares, where applicable) by each of the Undertaking Shareholders pursuant to the Undertakings is for an amount of up to RM5.00 million each only.