Reverse Share Split definition
Examples of Reverse Share Split in a sentence
The Fund and the Investment Manager undertake to (i) respond in a commercially reasonable manner to inquiries of potential investors and First Trust Clients as communicated by First Trust and (ii) organize or otherwise participate in informal forums on an as-needed basis for discussing material events relating to the Fund with First Trust Clients.
The Second Amended and Restated Memorandum and Articles of Association of the Purchaser, as adopted by a special resolution on April 24, 2019, shall have been amended and restated in the form reasonably satisfactory to the Purchaser and the Sellers, to reflect the Reverse Share Split (if it is necessary before the Closing) and other terms to be amended or added as agreed between the Purchaser and the Sellers, including the agreements under Section 6.09, Section 6.10 and Section 6.11.
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.
No fractional Common Shares shall be issued upon the Common Share Reverse Share Split.
The number of full Common Shares and Preferred Shares held by a Shareholder as a result of the Reverse Share Split shall be determined by rounding to the nearest whole share.
Unless otherwise stated herein, all share and per share numbers relating to the Company’s common shares prior to the effectiveness of the Reverse Share Split have been adjusted to give effect to the Reverse Share Split, including the consolidated financial statements and notes thereto.
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.
Completion of the Reverse Share Split did not result in any violation of (i) the provisions of the amended and restated declaration of trust or bylaws or other organizational document, as applicable, of the Company or any of its subsidiaries or (ii) any applicable law, statute, rule, regulation, judgment, order, writ or decree of any Governmental Entity, except in the case of clause (ii) only, for any such violation that would not, singly or in the aggregate, result in a Material Adverse Effect.
The PIPE Investors shall acknowledge in the purchase agreements the Reverse Share Split and agree to the purchase and regrouping by IODA of fractions of DV Class A Shares, if any, in accordance with applicable Law.
The Company shall, prior to the effective time of the Reverse Share Split, take all actions necessary in connection with the treatment of Company Warrants contemplated by this Section 1.5.