Held Shares definition

Held Shares means the Shares held by you as of the Restatement Delivery Date in the event that such number of Shares is less than the Clawback Shares.
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Held Shares means Shares which are subject to a Holding Period;
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Held Shares means 44,759,388 ordinary shares (11,189,847 shares based on ADS, 29.3% ownership) issued by TRINITY BIOTECH PLC, incorporated under the laws of Ireland, and currently held by the Target Company.
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Examples of Held Shares in a sentence

  • From and after a Repurchase Event with respect to any Management Holder, the Company and its subsidiaries shall have the right, but not the obligation, to repurchase all or any portion of the shares of Company Common Stock held by such holder (including any Deemed Held Shares) in accordance with this Paragraph 5 for the Purchase Price.

  • This Agreement shall not be amended, modified or waived except by an instrument in writing signed by the Company and the holders of at least a majority of the then Held Shares (as defined above).

  • The Purchaser has paid to Merrill Lynch a retainer and is obligated to pay aggregate fees of $2,000,000 (including the retainer) upon the consummation of the Offer or any other direct or indirect acquisition of at least 50% of the Publicly Held Shares.

  • Any provision of this Agreement may be amended and the observance thereof may be waived (either generally or in a particular instance and either retroactively or prospectively), only with the written consent of the Company and Investors who hold a fifty (50%) percent interest of the Held Shares Value as of such date.

  • On January 6, 2012, the Company received a deficiency letter from NASDAQ stating that, because the Company has not maintained a minimum Market Value of Publicly Held Shares (the “MVPHS”) of $5,000 for the last 30 consecutive business days, the Company is no longer in compliance with NASDAQ Listing Rule Section 5450(b)(1)(C).

  • The Second Additional Obligation will not be available to the Shareholders if: (i) the Offeror acquires, through the Offer, less than 2/3 of the Publicly Held Shares, (ii) the Offeror foregoes the receipt of a statement from ANATEL, as provided for in item 3.1.2 above, (iii) ANATEL issues a statement favorable to the Cancellation of the Registration before the beginning of the First Additional Obligation or (iv) ANATEL, at any time, issues a statement unfavorable to the Cancellation of the Registration.

  • The Tinicum Parties shall cause all shares of the Tinicum Held Shares and any other Common Stock of the Company beneficially owned by the Tinicum Parties and/or their respective Affiliates or Associates, as of the record date for the 2011 Annual Meeting, to be present for quorum purposes and to be voted in favor of the Rights Plan at the 2011 Annual Meeting.

  • The Held Shares shall not be sold, transferred, assigned, encumbered or diluted in any way.

  • In the event of such Mandatory Redemption, the Redemption Price shall be paid to such Holder without prejudice to the recovery by the Holder of the Held Shares, if applicable.

  • This Agreement shall not be amended, modified or waived except by an instrument in writing signed by the Company and the holders of at least a majority of the then Held Shares (as defined above), provided that Section 8 of this Agreement shall not be amended or modified except by an instrument in writing signed by the Company and the Anti-Dilution Requisite Party (as defined above).


More Definitions of Held Shares

Held Shares has the meaning set forth in Section 8.9 of this Agreement.
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Held Shares means (i) prior to the Effective Date, shares of Common Stock acquired by the Investor upon an exercise of a Warrant and (ii) on or after the Effective Date, shares of Common Stock acquired by the Investor upon an exercise of a Warrant within the thirty (30) days preceding the Restricted Sale Date, but not yet sold by the Investor; provided, however, that if the Investor effected more than one such exercise during such thirty (30) day period and sold less than all of such shares, the sold shares shall be deemed to be derived first from the exercises in the sequence of such exercises (that is, for example, until the number of shares from the first of such exercises have been sold, all shares shall be deemed to be from the first exercise; and thereafter, from each sequential exercise until all the shares from such exercise have been sold).
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Held Shares has the meaning set forth in Section 4.12.
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Held Shares shall refer to the number of Shares initially purchased by such Purchaser at a Closing hereunder and still held of record and beneficially by such Purchaser at the time of such Dilutive Issuance. Upon any issuance of Additional Shares hereunder, such Additional Shares shall be included as Registrable Securities (as defined in the Registration Rights Agreement). “Excluded Securities” include: (a) shares of Common Stock issued upon exercise or conversion of any exercisable or convertible securities outstanding as of the date hereof; (b) shares of Common Stock or securities convertible into Common Stock issued to employees, officers or directors of, or consultants or advisors to the Company or any subsidiary pursuant to stock purchase agreements, stock option plans or other arrangements that are approved by the Company’s board of directors; (c) shares of Common Stock or securities convertible into Common Stock issued in connection with acquisitions, asset purchases, licenses, collaborations or strategic transactions involving the Company and other entities approved by the Company’s board of directors; and (d) shares of Common Stock or securities convertible or exercisable into Common Stock that shall be deemed in writing to be Excluded Securities either by (i) holders of a majority of the then Held Shares or (ii) a representative of the holders of the then Held Shares, which representative shall be appointed by the three (3) Purchasers who then hold the largest number of Held Shares.
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Held Shares means any shares of Common Stock of the Company purchased by a Participant under an Offering initiated after the Effective Date, with respect to which, as a condition to participating in and purchasing shares of Common Stock under the Plan, the Participant irrevocably agrees that, without the prior written consent of the Company, such Participant will not directly or indirectly, (i) offer for sale, sell, pledge, or otherwise dispose of (or enter into any transaction or device that is designed to, or could be expected to, result in the disposition by any person at any time in the future of) the Held Shares; or (ii) enter into any swap or other derivatives transaction that transfers to another, in whole or in part, any of the economic benefits or risks of ownership of the Held Shares, in each case before the passage of the Holding Period.
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Related to Held Shares

  • Sold Shares shall have the meaning specified in Section 6.

  • Newco Shares means the common shares in the capital of Newco;

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Escrowed Shares has the meaning set forth in Section 2.4.

  • Company Shares has the meaning set forth in the Recitals.

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Exchanged Shares has the meaning ascribed thereto in Section 2.1.

  • Subco Shares means the common shares in the capital of Subco;

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Put Shares means shares of Common Stock that are purchased by the Investor pursuant to a Put.

  • Founder Shares shall have the meaning given in the Recitals hereto and shall be deemed to include the shares of Common Stock issuable upon conversion thereof.

  • Acquired Shares has the meaning set forth in the Recitals.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Pubco Shares means fully paid and non-assessable common shares of Pubco to be issued to the Selling Shareholders by Pubco upon Closing on the basis of 1 Pubco Share for 5.4935 Priveco Shares;

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • PIPE Shares shall have the meaning given in the Recitals hereto.