Common use of Stapled Securities Clause in Contracts

Stapled Securities. (a) Simultaneously with any retraction at the option of a holder of RSC Class 1 Shares for shares of Common Stock, whether as contemplated by Section 1.3 or otherwise, the Company shall repurchase from the Trustee (as hereinafter defined), pursuant to the relevant Exchange and Trust Agreement, among the Company, RSC and The Montreal Trust Company, as trustee (the "Trustee"), an amount of shares of Class A Common Stock equal to the amount of RSC Class 1 Shares so retracted and at a repurchase price of Cdn. $0.00001 per share of Class A Common Stock. (b) Simultaneously with any conversion at the option of a holder of Class C Common Stock into Common Stock, whether as contemplated by Section 1.4 or otherwise, the Company shall cause AAUK to mandatorily redeem at par (2 ▇▇▇▇▇ per share) each Dividend Share associated with a share of Class C Common Stock so converted. (c) Immediately following the purchase of Shares pursuant to the Offer and in any event prior to the Effective Time, the Company shall (i) take such actions as Parent may reasonably request to cause all of the RSC Class 1 Shares then outstanding to be redeemed or retracted for shares of Common Stock (on a share-for-share basis), pursuant to Section 4 or 5 of the Restated Certificate of Incorporation of RSC (which shares of Common Stock the Company shall then issue) (ii) repurchase from the Trustee, pursuant to the Trust Agreement, an amount of shares of Class A Common Stock equal to the amount of RSC Class 1 Shares redeemed or retracted in accordance with the preceding clause (i) and at a repurchase price of Cdn. $0.00001 per share of Class A Common Stock, (iii) take such actions as Parent may reasonably request to cause all of the shares of Class C Common Stock then outstanding to be converted into an identical amount of shares of Common Stock, pursuant to subsection E, F or G of Article SIXTH of the Charter of the Company (which shares of Common Stock the Company shall then issue) and (iv) cause AAUK to mandatorily redeem at par (2 ▇▇▇▇▇ per share) each Dividend Share related to a share of Class C Common Stock so converted.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Aon Corp), Merger Agreement (Alexander & Alexander Services Inc)