Share Split. (a) Prior to the Acquisition Merger Effective Time, the Company shall effect the share split under which each Company Share that is issued and outstanding immediately prior to the Acquisition Merger Effective Time (including all Company Shares to be issued as a result of any outstanding SAFEs or Company Warrants) shall be split into a number of Company Shares, determined by multiplying each such Company Share, by the Split Factor (the “Share Split”); provided, that no fraction of a Company Share, shall be issued by virtue of the Share Split, and each Company Shareholder that would otherwise be so entitled to a fraction of a Company Share, (after aggregating all fractional Company Shares that otherwise would be received by such Company Shareholder) shall instead be entitled to receive such number of Company Shares, to which such Company Shareholder would otherwise be entitled, rounded to the nearest whole Company Share. (b) Following the completion of the Share Split, the Company shall promptly update its books and records to account for any Company Shares issued pursuant to the Share Split.
Appears in 1 contract
Sources: Business Combination Agreement (Israel Acquisitions Corp)
Share Split. (a) Prior to the Acquisition Merger Equity Exchange Effective Time, the Company shall effect the share split under which each Company Ordinary Share that is issued and outstanding immediately prior to the Acquisition Merger Equity Exchange Effective Time (including all Company Shares to be issued as a result of any outstanding SAFEs or Company Warrants) shall be split into a number of Company Shares, Ordinary Shares determined by multiplying each such Company Share, Ordinary Share by the Split Factor (the “Share Split”); provided, that no fraction of a Company Share, Ordinary Share shall be issued by virtue of the Share Split, and each Company Shareholder that would otherwise be so entitled to a fraction of a Company Share, 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 Shares, Ordinary Shares to which such Company Shareholder would otherwise be entitled, rounded to the nearest whole Company Ordinary Share.
(b) Following the completion of the Share Split, the Company shall promptly update its books and records to account for any Company Ordinary Shares issued pursuant to the Share Split.
Appears in 1 contract
Sources: Business Combination Agreement (Israel Acquisitions Corp)