Reverse Share Split Sample Clauses
A Reverse Share Split clause defines the process by which a company reduces the number of its outstanding shares by consolidating multiple existing shares into a smaller number of proportionally more valuable shares. For example, if a company enacts a 1-for-10 reverse split, every ten shares held by a shareholder are converted into one share, increasing the share price accordingly while the total value of each shareholder's holdings remains the same. This clause is typically used to increase the market price per share, often to meet stock exchange listing requirements or to improve the company's perceived value, thereby addressing issues related to low share prices.
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Reverse Share Split. The Company has taken all necessary corporate action to effectuate a reverse split of its Ordinary Shares on the basis of one (1) such Ordinary Share for each [●] ([●]) issued and outstanding Ordinary Shares thereof (the “Reverse Split”), such Reverse Split to be effective no later than [the first trading day of the Firm Shares following the date of this Agreement].]
Reverse Share Split. The Purchaser shall have obtained a special resolution of the Purchaser approving the reverse share split for the Purchaser Shares which shall effect the proportional consolidation of the Purchaser Shares into a lower number of Purchaser Shares (the “Reverse Share Split”) if the Reverse Share Split is necessary before the Closing in order to comply with the NASDAQ listing requirement on the minimum share price.
Reverse Share Split. If at any time this Warrant is outstanding and the Company receives notice from the Trading Market that the Company is failing to satisfy the Trading Market’s minimum bid price requirement (the “Trigger Date”), then the Company shall take all necessary steps to obtain the necessary consents and approvals to undertake a reverse share split after such Trigger Date and shall, prior to the effectiveness of any delisting notice issued by the Trading Market, effect such reverse share split.
Reverse Share Split. Not later than the first trading day of the Firm Shares following the date of this Agreement, the Reverse Share Split shall be effective].
Reverse Share Split. (i) At the 2018 Reverse Share Split Time, a one-for-3.25 reverse split of the Company’s Common Shares shall become effective, pursuant to which each 3.25 Common Shares outstanding and held of record by a Member of the Company immediately prior to the 2018 Reverse Share Split Time shall be reclassified and combined into one Common Share automatically and without any action by any Member upon the 2018 Reverse Share Split Time and shall represent one Common Share from and after the 2018 Reverse Share Split Time.
(ii) At the 2018 Reverse Share Split Time, a one-for-3.25 reverse split of the Company’s Incentive Shares shall become effective, pursuant to which each 3.25 Incentive Shares outstanding and held of record by an Incentive Member of the Company immediately prior to the 2018 Reverse Share Split Time shall be reclassified and combined into one Incentive Share automatically and without any action by any Incentive Member upon the 2018 Reverse Share Split Time and shall represent one Incentive Share from and after the 2018 Reverse Share Split Time. The vesting schedule and other restrictions applicable to Incentive Shares issued pursuant to Award Agreements prior to the 2018 Reverse Share Split Time shall continue to apply to Incentive Shares following the 2018 Reverse Share Split Time.
(iii) No fractional Shares shall be issued as a result of the 2018 Reverse Share Split and in lieu thereof, any Member who would otherwise be entitled to a fractional Share as a result of the 2018 Reverse Share Split, following the 2018 Reverse Share Split Time, shall be entitled to receive a cash payment equal to the fraction of a Share to which such Member would otherwise be entitled multiplied by the fair value per Share immediately prior to the 2018 Reverse Share Split as determined by the Board.
2. Except as amended hereby, the Current Operating Agreement remains in full force and effect without modification.
3. This Amendment is governed by and shall be construed in accordance with the law of the State of Delaware, exclusive of its conflict-of-laws principles.
4. This Amendment may be executed in any number of counterparts with the same effect as if all parties had signed the same document, and all counterparts shall be construed together and shall constitute the same instrument. This Amendment may be executed by facsimile or other electronic signatures.
Reverse Share Split. The Reverse Share Split became effective on November 2, 2022.
Reverse Share Split. At any time prior to the Company's initial public offering, if the Company would be or will be required to be registered pursuant to Section 12 of the Securities Exchange Act as a result of the warrants being issued in the Reorganization to the shareholders of BQX Ltd., each holder of the Investor Shares will vote (at a shareholders' meeting which has been duly called or, if so requested by any 10% Investor, by written consent) all of his, her or its Investor Shares (and any other voting securities of the Company over which such Investor has voting control) for, consent to and take all necessary and desirable actions to consummate and will not dissent from, object to or otherwise impede any reverse share split of the Company's securities which is approved by the Board and immediate redemption for cash of fractional shares, so long as (i) following such reverse share split the Company would not be subject to the registration requirements of Section 12 of the Securities Exchange Act, (ii) payment for each fractional share shall be in an amount equal to the fair market value thereof as determined by the Board in its good faith judgment, (iii) no Investor Shares are redeemed for cash in such reverse share split, and (iv) the aggregate cash purchase price paid by the Company in redemption of such fractional shares shall not exceed $500,000.
Reverse Share Split. On the Closing Date, immediately prior to the Effective Time (but in any event following the determination of the Equity Value pursuant to Section 3.02(b)), the following actions shall take place or be effected (in the order set forth in this Section 2.01): (i) the A&R AoA shall be adopted and become effective, (ii) each Pre-Split Share that is issued and outstanding immediately prior to the Effective Time shall be redesignated and become a Company Ordinary Share (the “Share Redesignation”) and each Pre-Split Share held in the Company’s treasury immediately prior to the Share Redesignation shall be automatically cancelled and extinguished without any redesignation, subdivision or payment therefor, (iii) each Company Ordinary Share that is issued and outstanding following the Share Redesignation and immediately prior to the Effective Time shall be consolidated into a number of Company Ordinary Shares equal to the Split Factor (the “Reverse Share Split”); provided that no fraction of a Company Ordinary Share will be issued by virtue of the Reverse Share Split, and each Company Shareholder that would otherwise be so entitled to a fraction of a Company Ordinary Share (after aggregating all fractional Company Ordinary Shares that otherwise would be received by such Company Shareholder) shall instead be entitled to receive such number of Company Ordinary Shares to which such Company Shareholder would otherwise be entitled, rounded to the nearest whole number, and (iv) any Company Options issued and outstanding immediately prior to the Reverse Share Split shall be adjusted to give effect to the foregoing transactions, such that (a) each Company Option shall be exercisable for that number of Company Ordinary Shares equal to the product of (x) the number of Pre-Split Shares subject to such Company Option immediately prior to the Reverse Share Split multiplied by (y) the Split Factor, such number of Company Ordinary Shares to be rounded down to the nearest whole number; and (b) the per share exercise price for each Company Ordinary Share, as the case may be, issuable upon exercise of the Company Options, as adjusted, shall be equal to the quotient (rounded up to the nearest whole cent) obtained by dividing (x) the per share exercise price for each Pre-Split Share subject to such Company Option immediately prior to the Effective Time by (y) the Split Factor (clauses (i) through (iv), the “Recapitalization”). Subject to and without limiting anything contained in Secti...
Reverse Share Split. The Reverse Share Split shall be effective as of [•] , 2023.
Reverse Share Split. Subsequent to the effectiveness of the Revised Forward Split and Prior to the Domestication, each outstanding Parent Ordinary Share existing as of October 14, 2024 shall be subject to a Reverse Split of one to four. As a result, the total outstanding Parent Ordinary Shares outstanding after giving effect to the Revised Forward Split and the Reverse Split, and immediately prior to the Domestication, shall be decreased from 189,265,804 to 47,316,451.