Common use of April 2004 Clause in Contracts

April 2004. Under a deliberation of the Extraordinary General Meeting dated 8 April 2004, the share capital came to the amount of € 103,725 after a cash contribution of an amount of € 3,725. Under a deliberation of the Extraordinary General Meeting dated 7 June 2004, the share capital came to the amount of € 137,500 after a cash contribution of an amount of € 33,775. In a deliberation dated 14 February 2005, the Combined General Meeting of shareholders, it was decided to increase the share capital by a nominal amount of € 116,666.67 by issuing, at the price of € 0.60 each (premium included), of 11,666,667 ordinary (category C) shares of a par value of € 0.01 each, accounting for a subscription of a total amount of € 7,000,000.20, to each of which is attached a warrant for ordinary shares. Under a deliberation of the Extraordinary General Meeting of shareholders dated 15 December 2005, it was decided to convert the category B privileged shares and the ordinary category C shares, into category B and C preferred shares. By a resolution dated 30 June 2006, the Board of Directors certified the issue of 12,500 ordinaryshares (known as “category A” shares) for a price of €0.40 each (including the issue premium) pursuant to the subscription of 12,500 stock options issued in accordance with the 2004-1 stock option plan and pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 10 September 2004. Said issue increased the share capital by a nominal amount of €125, i.e. a subscription for a total amount of €5,000. By a resolution dated 17 July 2006, the combined general meeting of shareholders voted to increase the share capital by a nominal amount of €139,917.73 by issuing 13,991,773 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which a stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €17,000,004.20. By a resolution dated 17 November 2006, the combined general meeting of shareholders voted to increase the share capital by a nominal amount of €24,691.36 by issuing 2,469,136 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €3,000,000.24. By a resolution dated 1 December 2006 and pursuant to a delegation of authority granted by the combined general meeting of shareholders on 17 November 2006, the Board of Directors voted to increase the share capital by a nominal amount of €12,345.68 by issuing 1,234,568 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which a stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €1,500,000.12. By a resolution dated 31 January 2008, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €27,272.73 by issuing 2,727,273 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €5,520,000.56. By a decision adopted on 11 June 2008, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors on 12 January 2006, certified the issue of 2,500 category A preferred shares for a price of €0.60 each (including the issue premium) pursuant to the subscription of 2,500 company founder stock warrants (“BCE”) issued in accordance with the BCE 2006-1 plan and pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 15 December 2005. Said issue increased the share capital by a nominal amount of €25, i.e. a subscription for a total amount of €1,500. By a resolution dated 10 July 2008, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €3,705.54 by issuing, 370,554 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €750,001.30. By a decision adopted on 4 March 2009, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors by resolutions adopted on 14 September 2004, 9 March 2005, 8 September 2005, 11 May 2006, 9 November 2006 and 20 September 2007, certified the issue of (i) 85,541 category A preferred shares for a price of €0.40 each (including the issue premium) pursuant to the subscription of 45,541 company founder stock warrants (“BCE”) issued in accordance with the BCE 2004-1 plan and 40,000 stock options issued in accordance with the SO 2004-1 plan, pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 10 September 2004; (ii) 33,333 category A preferred shares for a price of €0.60 each (including the issue premium) pursuant to the subscription of 33,333 company founder stock warrants (“BCE”) issued in accordance with the BCE 2006-1 plan pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 15 December 2005; and (iii) 15,000 category A preferred shares for a price of €1.215 each (including the issue premium) pursuant to the subscription of 15,000 stock options issued in accordance with the SO 2006-4 plan pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 17 October 2006. Said issues increased the share capital by a nominal amount of €1,338.74, i.e. a total subscription amount of €72,441.20.

Appears in 1 contract

Sources: Investment Agreement (Sequans Communications)

April 2004. Under a deliberation of the Extraordinary General Meeting dated 8 April 2004, the share capital came to the amount of € 103,725 after a cash contribution of an amount of € 3,725. Under a deliberation of the Extraordinary General Meeting dated 7 June 2004, the share capital came to the amount of € 137,500 after a cash contribution of an amount of € 33,775. In a deliberation dated 14 February 2005, the Combined General Meeting of shareholders, it was decided to increase the share capital by a nominal amount of € 116,666.67 by issuing, at the price of € 0.60 each (premium included), of 11,666,667 ordinary (category C) shares of a par value of € 0.01 each, accounting for a subscription of a total amount of € 7,000,000.20, to each of which is attached a warrant for ordinary shares. Under a deliberation of the Extraordinary General Meeting of shareholders dated 15 December 2005, it was decided to convert the category B privileged shares and the ordinary category C shares, into category B and C preferred shares. By a resolution dated 30 June 2006, the Board of Directors certified the issue of 12,500 ordinaryshares ordinary shares (known as “category A” shares) for a price of €0.40 each (including the issue premium) pursuant to the subscription of 12,500 stock options issued in accordance with the 2004-1 stock option plan and pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 10 September 2004. Said issue increased the share capital by a nominal amount of €125, i.e. a subscription for a total amount of €5,000. By a resolution dated 17 July 2006, the combined general meeting of shareholders voted to increase the share capital by a nominal amount of €139,917.73 by issuing 13,991,773 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which a stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €17,000,004.20. By a resolution dated 17 November 2006, the combined general meeting of shareholders voted to increase the share capital by a nominal amount of €24,691.36 by issuing 2,469,136 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €3,000,000.24. By a resolution dated 1 December 2006 and pursuant to a delegation of authority granted by the combined general meeting of shareholders on 17 November 2006, the Board of Directors voted to increase the share capital by a nominal amount of €12,345.68 by issuing 1,234,568 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which a stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €1,500,000.12. By a resolution dated 31 January 2008, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €27,272.73 by issuing 2,727,273 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €5,520,000.56. By a decision adopted on 11 June 2008, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors on 12 January 2006, certified the issue of 2,500 category A preferred shares for a price of €0.60 each (including the issue premium) pursuant to the subscription of 2,500 company founder stock warrants (“BCE”) issued in accordance with the BCE 2006-1 plan and pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 15 December 2005. Said issue increased the share capital by a nominal amount of €25, i.e. a subscription for a total amount of €1,500. By a resolution dated 10 July 2008, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €3,705.54 by issuing, 370,554 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €750,001.30. By a decision adopted on 4 March 2009, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors by resolutions adopted on 14 September 2004, 9 March 2005, 8 September 2005, 11 May 2006, 9 November 2006 and 20 September 2007, certified the issue of (i) 85,541 category A preferred shares for a price of €0.40 each (including the issue premium) pursuant to the subscription of 45,541 company founder stock warrants (“BCE”) issued in accordance with the BCE 2004-1 plan and 40,000 stock options issued in accordance with the SO 2004-1 plan, pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 10 September 2004; (ii) 33,333 category A preferred shares for a price of €0.60 each (including the issue premium) pursuant to the subscription of 33,333 company founder stock warrants (“BCE”) issued in accordance with the BCE 2006-1 plan pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 15 December 2005; and (iii) 15,000 category A preferred shares for a price of €1.215 each (including the issue premium) pursuant to the subscription of 15,000 stock options issued in accordance with the SO 2006-4 plan pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 17 October 2006. Said issues increased the share capital by a nominal amount of €1,338.74, i.e. a total subscription amount of €72,441.20. By a decision adopted on 23 October 2009, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors by resolutions adopted on 14 September 2004 and 9 March 2005, certified the issue of 398,000 category A preferred shares for a price of €0.40 each (including the issue premium) pursuant to the subscription of 398,000 company founder stock warrants (“BCE”) issued in accordance with the BCE 2004-1 plan, pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 10 September 2004. Said issues increased the share capital by a nominal amount of €3,980.00, i.e. a total subscription amount of €159,200.00. By a resolution dated 14 October 2009, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €4,846.84 by issuing 484,684 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €981,000.41.

Appears in 1 contract

Sources: Investment Agreement (Sequans Communications)

April 2004. Under a deliberation of the Extraordinary General Meeting dated 8 April 2004, the share capital came to the amount of € 103,725 after a cash contribution of an amount of € 3,725. Under a deliberation of the Extraordinary General Meeting dated 7 June 2004, the share capital came to the amount of € 137,500 after a cash contribution of an amount of € 33,775. In a deliberation dated 14 February 2005, the Combined General Meeting of shareholders, it was decided to increase the share capital by a nominal amount of € 116,666.67 by issuing, at the price of € 0.60 each (premium included), of 11,666,667 ordinary (category C) shares of a par value of € 0.01 each, accounting for a subscription of a total amount of € 7,000,000.20, to each of which is attached a warrant for ordinary shares. Under a deliberation of the Extraordinary General Meeting of shareholders dated 15 December 2005, it was decided to convert the category B privileged shares and the ordinary category C shares, into category B and C preferred shares. By a resolution dated 30 June 2006, the Board of Directors certified the issue of 12,500 ordinaryshares ordinary shares (known as “category A” shares) for a price of €0.40 each (including the issue premium) pursuant to the subscription of 12,500 stock options issued in accordance with the 2004-1 stock option plan and pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 10 September 2004. Said issue increased the share capital by a nominal amount of €125, i.e. a subscription for a total amount of €5,000. By a resolution dated 17 July 2006, the combined general meeting of shareholders voted to increase the share capital by a nominal amount of €139,917.73 by issuing 13,991,773 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which a stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €17,000,004.20. By a resolution dated 17 November 2006, the combined general meeting of shareholders voted to increase the share capital by a nominal amount of €24,691.36 by issuing 2,469,136 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €3,000,000.24. By a resolution dated 1 December 2006 and pursuant to a delegation of authority granted by the combined general meeting of shareholders on 17 November 2006, the Board of Directors voted to increase the share capital by a nominal amount of €12,345.68 by issuing 1,234,568 category D preferred shares with a par value of €0.01 each, for a price of €1.215 each (including the issue premium), to each of which a stock warrant for category D preferred shares, known as a “BSA06-2006” was attached, representing a subscription for a total amount of €1,500,000.12. By a resolution dated 31 January 2008, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €27,272.73 by issuing 2,727,273 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €5,520,000.56. By a decision adopted on 11 June 2008, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors on 12 January 2006, certified the issue of 2,500 category A preferred shares for a price of €0.60 each (including the issue premium) pursuant to the subscription of 2,500 company founder stock warrants (“BCE”) issued in accordance with the BCE 2006-1 plan and pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 15 December 2005. Said issue increased the share capital by a nominal amount of €25, i.e. a subscription for a total amount of €1,500. By a resolution dated 10 July 2008, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €3,705.54 by issuing, 370,554 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €750,001.30. By a decision adopted on 4 March 2009, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors by resolutions adopted on 14 September 2004, 9 March 2005, 8 September 2005, 11 May 2006, 9 November 2006 and 20 September 2007, certified the issue of (i) 85,541 category A preferred shares for a price of €0.40 each (including the issue premium) pursuant to the subscription of 45,541 company founder stock warrants (“BCE”) issued in accordance with the BCE 2004-1 plan and 40,000 stock options issued in accordance with the SO 2004-1 plan, pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 10 September 2004; (ii) 33,333 category A preferred shares for a price of €0.60 each (including the issue premium) pursuant to the subscription of 33,333 company founder stock warrants (“BCE”) issued in accordance with the BCE 2006-1 plan pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 15 December 2005; and (iii) 15,000 category A preferred shares for a price of €1.215 each (including the issue premium) pursuant to the subscription of 15,000 stock options issued in accordance with the SO 2006-4 plan pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 17 October 2006. Said issues increased the share capital by a nominal amount of €1,338.74, i.e. a total subscription amount of €72,441.20. By a decision adopted on 23 October 2009, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors by resolutions adopted on 14 September 2004 and 9 March 2005, certified the issue of 398,000 category A preferred shares for a price of €0.40 each (including the issue premium) pursuant to the subscription of 398,000 company founder stock warrants (“BCE”) issued in accordance with the BCE 2004-1 plan, pursuant to the authorisation granted by the extraordinary general meeting of shareholders held on 10 September 2004. Said issues increased the share capital by a nominal amount of €3,980.00, i.e. a total subscription amount of €159,200.00. By a resolution dated 14 October 2009, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €4,846.84 by issuing 484,684 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €981,000.41. By a decision adopted on 27 May 2010, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors by resolutions adopted on 13 October 2004, 9 March 2005, 12 January 2006, 9 March 2006, 11 May 2006, 9 November 2006, 12 July 2007 and 20 September 2007, certified the issue of 318,374 category A preferred shares pursuant to the exercise of 225,874 company founder stock warrants (“BCE”) issued in accordance with the BCE 2004-1, BCE 2006-1 and BCE 2006-2 plans, as well as pursuant to the exercise of 92,500 stock options issued in accordance with the SO 2006-2 and SO 2006-3 plans, pursuant to the authorisation granted by the general meetings of shareholders held on 10 September 2004, 15 December 2005, 8 March 2006, 17 October 2006 and 25 May 2007. Said issues increased the share capital by a nominal amount of €3,183.74, i.e. a total subscription amount of €177,176.49. By a decision adopted on 30 June 2010, the Chairman, acting pursuant to a delegation of authority granted by the Board of Directors by a resolution adopted on 9 November 2006, certified the issue of 11,375 category A preferred shares pursuant to the exercise of 11,375 company founder stock warrants (“BCE”) issued in accordance with the BCE 2006-2 plan, pursuant to the authorisation granted by the general meeting of shareholders held on 17 October 2006. Said issue increased the share capital by a nominal amount of €113.75, i.e. a total subscription amount of €13,820.63. By a resolution dated 16 July 2010, the extraordinary general meeting of shareholders voted to increase the share capital by a nominal amount of €34,584.98 by issuing 3,458,498 category E preferred shares with a par value of €0.01 each, for a price of €2.024 each (including the issue premium), to each of which a stock warrant for category E preferred shares, known as a “BSA01-2008” was attached, representing a subscription for a total amount of €6,999,999.98.

Appears in 1 contract

Sources: Investment Agreement (Sequans Communications)