Verigy Ordinary Shares definition

Verigy Ordinary Shares means the ordinary shares of Verigy.
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Examples of Verigy Ordinary Shares in a sentence

  • Agilent will cause its transfer agent to instruct the Distribution Agent to distribute on the Distribution Date or as soon as reasonably practicable thereafter the appropriate number of Verigy Ordinary Shares to each such holder or designated transferee(s) of such holder.

  • Effective as of the IPO, executive officers, non-employee directors (excluding any Agilent directors serving on the Board of Directors of Verigy) and certain employees worldwide will be granted options to purchase Verigy Ordinary Shares and/or restricted stock to the extent feasible and practical under Applicable Local Law.

  • The exercise price per share of the options will be equal to the IPO price of the Verigy Ordinary Shares.

  • Except as may be otherwise agreed by the parties, the IPO will be a primary offering of Verigy Ordinary Shares, and the net proceeds of the IPO will be used as described in the IPO Registration Statement in the section entitled "Use of Proceeds".

  • Verigy will cooperate with Agilent in all respects to accomplish the Distribution and will, at Agilent's direction, promptly take any and all reasonable actions necessary or desirable to effect the Distribution, including, without limitation, to the extent necessary, the registration under the Securities Act and the Exchange Act of the Verigy Ordinary Shares on an appropriate registration form or forms to be designated by Agilent.

  • No Verigy Ordinary Shares are owned or held by any Subsidiary of Verigy.

  • At the close of business on the Reference Date, (i) 60,079,440 Verigy Ordinary Shares were issued and outstanding and (ii) 10,526,315 Verigy Ordinary Shares are issuable upon conversion of Verigy’s 5.25% Convertible Notes Due 2014 (the “Verigy Convertible Notes”).

  • Verigy will cooperate with Agilent in all respects to accomplish the Distribution and will, at Agilent’s direction, promptly take any and all reasonable actions necessary or desirable to effect the Distribution, including, without limitation, to the extent necessary, the registration under the Securities Act and the Exchange Act of the Verigy Ordinary Shares on an appropriate registration form or forms to be designated by Agilent.

  • Except as may be otherwise agreed by the parties, the IPO will be a primary offering of Verigy Ordinary Shares, and the net proceeds of the IPO will be used as described in the IPO Registration Statement in the section entitled “Use of Proceeds”.

  • All Verigy Ordinary Shares subject to issuance under the applicable Verigy Benefit Plans, upon issuance on the terms and conditions specified in the instruments pursuant to which they are issued, would be duly authorized, validly issued and fully paid.

Related to Verigy Ordinary Shares

  • A Ordinary Shares means the A ordinary shares of £0.01 each in the capital of the Company;

  • New Ordinary Shares means the new Ordinary Shares arising on Conversion of the C Shares;

  • Company Ordinary Shares means the shares of par value $1.00 each in the Company.

  • Class B Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Ordinary Shares means the ordinary shares, par value $0.0001 per share, of the Company.

  • Parent Ordinary Shares means the ordinary shares, par value $0.25 per share, of Parent.

  • Class A Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Common Shares means the common shares in the capital of the Corporation;

  • Amalco Common Shares means common shares in the capital of Amalco;

  • Additional Ordinary Shares means Ordinary Shares issued by the Guarantor following the issuance of the Subscribed Ordinary Shares;

  • A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;

  • Common Stock means the common stock of the Company.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Class C Ordinary Share shall have the meaning ascribed to it in Section 2.4(a).

  • Ordinary Share Capital means any issued and outstanding shares of the Company with voting or other rights of management and control and any outstanding securities of the Company that are convertible into such shares at the option of the holder;

  • Ordinary Shareholders means the holders of the Ordinary Shares of the Company.

  • Class B Ordinary Share means an Ordinary Share of a par value of US$0.0001 in the capital of the Company, designated as a Class B Ordinary Share and having the rights provided for in these Articles;

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

  • Ordinary Share Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Ordinary Shares or ADSs, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Ordinary Shares or ADSs.

  • 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).

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • shares of Common Stock means (i) the class of stock designated as the Common Stock of the Company at the date of this Agreement, or (ii) any other class of stock resulting from successive changes or reclassifications of such shares consisting solely of changes in par value, or from par value to no par value, or from no par value to par value. In the event that at any time, as a result of an adjustment made pursuant to paragraph (a) above, the Warrant Holders shall become entitled to purchase any securities of the Company other than shares of Common Stock, thereafter the number of such other securities so purchasable upon exercise of each Warrant and the Exercise Price of such securities shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the Warrant Shares contained in paragraphs (a) through (i), inclusive, above, and the provisions of Section 7 and Section 12.2 through 12.5, inclusive, with respect to the Warrant Shares, shall apply on like terms to any such other securities.

  • Class A Ordinary Share means an Ordinary Share of a par value of US$0.0001 in the capital of the Company, designated as a Class A Ordinary Shares and having the rights provided for in these Articles;

  • Subsidiary Shares has the meaning ascribed to it in Section 3.3(a).

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

  • Equity Shares means the Common Shares and any shares of any other class or series of the Corporation which may from time to time be authorized for issue if by their terms such shares confer on the holders thereof the right to participate in the distribution of assets upon the voluntary or involuntary liquidation, dissolution or winding up of the Corporation beyond a fixed sum or a fixed sum plus accrued dividends;