Applicable Shares definition

Applicable Shares means (i) the total number of issued and outstanding Company Shares transferred to Purchaser under Clause 3.1(d) of the Plan of Arrangement, including the Company Shares issued to holders of Company RSUs under Clause 3.1(c) of the Plan of Arrangement, plus (ii) the total number of Dissent Shares transferred to Purchaser under Clause 3.1(a) of the Plan of Arrangement.

Applicable Shares means, as of each Valuation Date, the sum of (i) all issued and outstanding shares of New Common Stock on such Valuation Date (including, for the avoidance of doubt, any shares of New Common Stock issued in connection with a CVR Share Distribution) plus (ii) the aggregate number of shares of New Common Stock issuable by the Company assuming all outstanding and in-the-money warrants and options (whether vested or unvested) and any other security convertible into or exerciseable or exchangeable for shares of New Common Stock (other than CVRs and shares of New Common Stock distributable in respect thereof) were converted, exercised or exchanged, as applicable, in full on such Valuation Date by paying the strike prices (if any) of such warrants, options and other securities in cash.

Applicable Shares means all Shares that are Beneficially Owned by the Shareholder or that become Beneficially Owned by the Shareholder prior to the Termination Date.

Examples of Applicable Shares in a sentence

• In case Eligible Directors have been sentenced to imprisonment without work or a heavier penalty (excluding suspended sentence) or subject to certain causes during the Period, the Company will automatically acquire all of her or his Applicable Shares without consideration.

• In case Eligible Directors have been subject to certain causes such as significant violation of laws stipulated in the Contract and the Company’s Board of Directors determined that the acquisition of all or part of her or his Applicable Shares without consideration is deemed reasonable, the Company may acquire all or part of her or his Applicable Shares without consideration.

• To assure that the applicable shall not be transferred, pledged, or otherwise disposed of, during the Period, the Applicable Shares will be under custody of specified account of Nomura Securities Co., Ltd.

• The number of shares to be acquired in case the Company acquires part of her or his Applicable Shares will be determined by the Company’s Board of Directors, according to the period which Eligible Directors worked as the officers of the Company or Eligible Group Companies and other factors.

• Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Holder of relevant interest Registered holder of securities Morgan Stanley & Co. International plc HSBC Custody Nominees (Australia) Limited Not Applicable Shares held or in respect of which the holder may exercise control over disposal in the ordinary course of sales and trading businesses.

More Definitions of Applicable Shares

Applicable Shares means the number of Purchased Shares issued to Investor at all previous Closing under this Agreement plus such additional number of Purchased Shares otherwise issuable at the Third Closing or the Fourth Closing, as the case may be, when added to the number issued at previous Closings, as would equal the Applicable Limit. For avoidance of doubt, Applicable Shares does not include the Warrant or the Warrant Shares issued or issuable upon exercise thereof.

Applicable Shares has the meaning given in Section 6(a).

Applicable Shares. “Specified Transferee” and “Transfer” shall have the respective meanings ascribed to such terms in the Stockholders Agreement, a copy of which has been provided to Employee.

Applicable Shares means the same class of shares (Common Stock or Class B Stock, as the case may be) to which the Rights were originally attached, except that if such Rights were originally attached to shares of Class B Stock which are subsequently converted into Common Stock, Applicable Shares in respect of such Rights shall be shares of Common Stock.

Applicable Shares shall have the meaning set forth in the Charter.

Applicable Shares means shares in the Company other than:

Applicable Shares means the sum of (a) the number of shares of Common Stock into which the shares of Series A Redeemable Stock of the Company convert at the Initial Public Offering and (b) the Warrant Stock (as defined below).