Pro Rata Share. A Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Rights Holder, to (b) the total number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 2 contracts
Sources: Shareholder Agreements, Shareholder Agreement (LaShou Group Inc.)
Pro Rata Share. A Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Preemptive Rights Holder, to (b) the total number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 2 contracts
Sources: Shareholder Agreements, Shareholder Agreements (LightInTheBox Holding Co., Ltd.)
Pro Rata Share. A Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Class B Ordinary Shares (including Preferred Shares on an asAs-converted basisConverted Basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Preemptive Rights Holder, to (b) the total number of Class B Ordinary Shares (including Preferred Shares on an asAs-converted basisConverted Basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 2 contracts
Sources: Shareholder Agreements (Missfresh LTD), Shareholder Agreement (Missfresh LTD)
Pro Rata Share. A Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Ordinary Preferred Shares (including Preferred Shares calculated on an as-converted to Ordinary Share basis, assuming full ) or any Ordinary Shares issued up on conversion and exercise of all options and other outstanding convertible and exercisable securities) any Preferred Shares held by such Rights Holder, to (b) the total number of Ordinary Shares (including the Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 2 contracts
Sources: Shareholder Agreement (LianBio), Shareholder Agreement (LianBio)
Pro Rata Share. A Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion basis and exercise of all options and other outstanding convertible and exercisable securitiesany Ordinary Shares issued to or acquired by such Preemptive Rights Holder) held by such Preemptive Rights Holder, to (b) the total number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion basis and exercise of any Ordinary Shares issued to or acquired by all options and other outstanding convertible and exercisable securitiesPreemptive Rights Holders) then outstanding held by all Preemptive Rights Holders immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 2 contracts
Sources: Shareholder Agreement (NIO Inc.), Shareholders’ Agreement (NIO Inc.)
Pro Rata Share. A Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights Right is the ratio of (a) the number of Class A Ordinary Shares (including Preferred Shares any class of shares calculated on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Preemptive Rights Holder, to (b) the total number of Class A Ordinary Shares (including Preferred Shares any class of shares calculated on an as-converted basis, assuming full conversion basis and any Class A Ordinary Shares issuable upon exercise of all options outstanding warrants and other outstanding convertible and exercisable securitiesoptions) then outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive RightsRight.
Appears in 2 contracts
Sources: Shareholder Agreement (LAIX Inc.), Shareholder Agreement (LingoChamp Inc.)
Pro Rata Share. A Preemption Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights Right of Preemption is the ratio of (a) the number of Ordinary Series A Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Preemption Rights Holder, to (b) the total number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then outstanding Holder immediately prior to the issuance of New Securities giving rise to the Preemptive RightsRight of Preemption, to (b) the total number of Series A Shares (calculated on a fully-diluted and as-converted basis) then outstanding.
Appears in 1 contract
Pro Rata Share. A Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Ordinary Shares (including Preferred Shares calculated on an a fully-diluted and as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Preemptive Rights Holder, to (b) the total number of Ordinary Shares (including Preferred Shares calculated on an a fully-diluted and as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then issued and outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 1 contract
Sources: Shareholder Agreement (Agora, Inc.)
Pro Rata Share. A Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Ordinary Shares (including Preferred Shares that it holds, determined on an asAs-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Rights HolderIf Converted Basis, to (b) the total number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive RightsRights determined on an As-If Converted Basis.
Appears in 1 contract
Sources: Shareholder Agreement (Aesthetic Medical International Holdings Group LTD)
Pro Rata Share. A Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of the Ordinary Shares (including treating any Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Preemptive Rights Holder, to (b) the total number of the Ordinary Shares (including treating any Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then outstanding (calculated on a fully diluted basis) immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 1 contract
Pro Rata Share. A Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Ordinary Shares (including the Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) basis held by such Preemptive Rights HolderHolder immediately prior to the issuance of New Securities giving rise to the Preemptive Rights, to (b) the total number of Ordinary Shares (including the Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) basis then outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 1 contract
Sources: Shareholders Agreement (Cango Inc.)
Pro Rata Share. A As used in this Section 3, a Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (ai) the number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) basis held by such Preemptive Rights HolderHolder immediately prior to the issuance of New Securities giving rise to the Preemptive Rights, to (bii) the total number of Ordinary Shares (including Preferred Shares on an as-converted basis, assuming full conversion and exercise of basis held by all options and other outstanding convertible and exercisable securities) then outstanding Preemptive Rights Holders immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 1 contract
Sources: Shareholder Agreement (Li Auto Inc.)
Pro Rata Share. A Preemptive Rights Holder’s “Pro Rata Share” for purposes of the Preemptive Rights is the ratio of (a) the number of Ordinary Shares (including the Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) held by such Preemptive Rights HolderHolder immediately prior to the issuance of New Securities giving rise to the Preemptive Rights, to (b) the total number of Ordinary Shares (including the Preferred Shares on an as-converted basis, assuming full conversion and exercise of all options and other outstanding convertible and exercisable securities) then outstanding immediately prior to the issuance of New Securities giving rise to the Preemptive Rights.
Appears in 1 contract
Sources: Shareholder Agreement (Cango Inc.)