Public Distribution definition

Public Distribution means any bona fide underwritten public distribution of Stock pursuant to an effective registration statement under the Securities Act or any other applicable law, or any bona fide public sale in an open market transaction under Rule 144 of the Securities Act (or any successor rule) if such sale is in compliance with the requirements of paragraphs (c), (d), (e), (f) and (g) of such Rule (notwithstanding the provisions of paragraph (k) of such Rule).

Public Distribution has the meaning set forth in the Recitals of this Agreement.

Public Distribution means a Public Offering of the Company Common Stock, after which the Company Common Stock is listed on the NASDAQ National Market System or a national securities exchange.

Examples of Public Distribution in a sentence

• After a Public Distribution, transfers of shares of the Company Common Stock by a Stockholder shall not be subject to the requirements of this Article III; provided that such transfers are made in accordance with the exemption -------- provided by Rule 144 under the Securities Act.

• The foregoing provisions shall not apply to any Holder that is prevented by applicable statute or regulation from entering into any such agreement; provided, however, that any such Holder shall undertake not to effect any Public Distribution of the class of securities covered by such registration statement (except as part of such Underwritten Offering) during such period unless it has provided 60 days' prior written notice of such Public Distribution to the managing underwriter.

• Centex shall provide each shareholder that receives stock of Cavco pursuant to the Public Distribution with the information necessary for such shareholder to comply with the requirements of Section 355 of the Code and the Treasury regulations thereunder with respect to statements that such shareholders must file with their Federal Income Tax Returns demonstrating the applicability of Section 355 of the Code to the Public Distribution.

• Upon termination, prior to a Public Distribution, of your employment with EMC or any subsidiary thereof for any reason other than as a result of (A) your death, (B) Incapacity, (C) retirement having attained Normal Retirement Age, (D) your resignation or (E) a termination for Cause, then, in such event, EMC shall have the right, upon delivery of notice to you, for a period of 90 calendar days after the Date of Termination, to repurchase any or all Shares owned by you.

• The Managers shall make the public placement of the Debentures under the regime of best placement efforts, subject to the terms of the “Contract for Management, Placement and Public Distribution, under the Regime of Best Placement Efforts, of Unsecured Debentures not Convertible into Shares, in up to Three Series, of the Third Issue by Cemig Geração e Transmissão S.A.”, signed between the Company and the Managers (“the Distribution Contract”) on January 25, 2012.

More Definitions of Public Distribution

Public Distribution. Public Distribution" shall mean an offering and sale of Company Securities pursuant to an effective registration statement under the Securities Act that is either: (i) a bona fide public offering that is effected through an underwriter, provided, that no sales of Company Securities are made to any Person who would immediately after such sales, to the knowledge of the Purchaser, beneficially own more than (*) percent ((*)%) of the outstanding Common Stock, and provided, further, that if any such Person (A) is a 13G Eligible Person and (B) is not otherwise known to the Purchaser to be purchasing such securities with the intent of gaining or exercising control over the Company, then the percentage limitation described in the preceding proviso may be waived with the prior written consent of the Company, which consent will not be unreasonably withheld (it being understood that the Company may withhold consent to a Transfer to a 13G Eligible Person where, among other things, such Person is of a type which is reasonably likely to Transfer the Company Securities to a Person who may have the intent of gaining or exercising control over the Company); or (ii) any other such offering and sale pursuant to which, to the knowledge of the Purchaser, no Person is purchasing more than (*) percent ((*)%) of the outstanding Common Stock or will beneficially own more than (*) percent ((*)%) of the outstanding Common Stock as a result of such distribution or otherwise is purchasing such securities with the intent of gaining or exercising control over the Company.

Public Distribution means distribution not only to the general public, but also to sections of the public being members of organizations in which membership is open to all persons who possess certain qualifications inherent in the nature of the organization;

Public Distribution means a Public Offering of Holdings Common Stock at the conclusion of which (i) Holdings is

Public Distribution means an offer or sale or other disposition or distribution of Shares to the public by way of a Prospectus under Applicable Securities Laws, except for any “at-the-market” (or “ATM”) sales or issuance program and any sale, issuance or distribution of securities pursuant to an equity line of credit (or “ELOC”), and the term “Publicly Distribute” and “Publicly Distributed” have a similar meaning;

Public Distribution means a distribution to a Person not party to this Agreement pursuant to an offering registered under the Securities Act or to the public through a broker, dealer or market maker on a securities exchange or in the over-the-counter market pursuant to the provisions of Rule 144 adopted under the Securities Act.

Public Distribution has the meaning set forth in the recitals hereto.

Public Distribution means distribution of securities through public offering.