157/264 DESCRIPTION OF SHARE CAPITAL AND ARTICLES OF ASSOCIATION The following is a summary of some of the terms of our ordinary shares, based on our articles of association as they will become effective upon their amendment prior to the effectiveness of this Registration Statement and Luxembourg law. In this section, we refer to our articles of association as amended and in effect upon the completion of this registration as our “articles of association.” The following summary is not complete and is subject to, and is qualified in its entirety by reference to, the provisions of our articles of association, the form of which has been filed as an exhibit to the Registration Statement. You may obtain copies of our articles of association as described under “Where You Can Find More Information” in this prospectus. Further, unless otherwise indicated, all ordinary share amounts in this section give effect to the Share Split. Share Capital As of December 31, 2017, our issued share capital amounted to €104,536.50, represented by 167,258,400 ordinary shares with a nominal value of €0.000625 per share. All issued shares are fully paid. A shareholder in a Luxembourg société anonyme holding fully paid shares is not liable, solely because of his or her or its shareholder status, for additional payments to us or our creditors. As of December 31, 2017, our authorized share capital, excluding the issued share capital, amounted to €147,339.600, represented by 235,743,360 ordinary shares with a nominal value of €0.000625 per share. As of February 22, 2018, our authorized share capital, excluding the issued share capital, amounted to €141,285.150, represented by 226,056,240 ordinary shares with a nominal value of €0.000625 per share. Upon our listing, no persons have preferential subscription rights for such authorized capital. See “—Articles of Association—Issuance of Ordinary Shares and Preemptive Rights” for additional information on our authorized share capital and preemptive rights. At February 22, 2018, our issued share capital amounted to €110,610.175, represented by 176,976,280 ordinary shares with a nominal value of €0.000625 per share. All issued shares are fully paid and subscribed for. As of December 31, 2017 and February 22, 2018, we held no treasury shares. Below is a reconciliation of the number of shares outstanding from January 1, 2017 through December 31, 2017: Actual Ordinary shares outstanding at January 1 149,924,000 Issuance of shares upon the exercise of stock options and RSUs 1,723,080 Issuance of shares and restricted share awards related to business combinations 503,920 Issuance of shares upon exchange of Convertible Notes 6,554,960 Issuance of shares in exchange for long term investment 8,552,440 Ordinary shares outstanding at December 31 167,258,400 History of Share Capital On March 20, 2009, the date of our conversion into a Luxembourg public limited liability company, our share capital was represented by 78,261,240 ordinary shares with a nominal value of €0.000625. Since then, we have increased our share capital multiple times and, in particular, the following changes have been made since February 2015 when our share capital amounted to €84,900.275 and was represented by 135,840,440 ordinary shares with a nominal value of €0.000625: • in February 2015, the share capital increased by €13.525 through a contribution in cash of an aggregate amount of €198,948.47 and 21,640 new ordinary shares with a nominal value of €0.000625 were issued; 150
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