Common use of Block Trades Clause in Contracts

Block Trades. 2.4.1 Notwithstanding any other provision of this Article II, but subject to Section 3.4, at any time and from time to time when an effective Shelf is on file with the Commission, if the Sponsor or an Existing Investor (in such case, a “Block Trade Demanding Holder”) wishes to engage in an underwritten registered offering not involving a “roadshow,” i.e., an offering commonly known as a “block trade” (a “Block Trade”), with a total offering price reasonably expected to exceed, in the aggregate, either (x) $10 million or (y) all remaining Registrable Securities held by the Block Trade Demanding Holder, then such Block Trade Demanding Holder shall notify the Company of its request to engage in a Block Trade and, subject to Section 3.1.8 or the waiver thereof by such Block Trade Demanding Holder, the Company shall as expeditiously as possible use its commercially reasonable efforts to facilitate such Block Trade; provided that such Block Trade Demanding Holder shall use commercially reasonable efforts to work with the Company and any Underwriters prior to making such request in order to facilitate preparation of the registration statement, prospectus and other offering documentation related to the Block Trade.

Appears in 6 contracts

Samples: Business Combination Agreement (HCM Acquisition Corp), Form of Registration Rights Agreement (HCM Acquisition Corp), Form of Registration Rights Agreement (HCM Acquisition Corp)

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Block Trades. 2.4.1 2.9.1 Notwithstanding any other provision of this Article II, the foregoing (but subject to Section 3.4), at any time and from time to time when an effective Shelf is on file with the Commission, if the Sponsor or an Existing Investor (in such case, a “Block Trade Demanding Holder”) Holder wishes to engage in an underwritten or other coordinated registered offering not involving a “roadshow,” i.e., an offering offer commonly known as a “block trade” (a “Block Trade”), with a total offering price reasonably expected to exceed, in the aggregate, either (x) $10 million US$5,000,000 or (y) where the Demanding Holder is a Significant Holder or the Sponsor (acting on behalf of the Sponsor Parties), all remaining Registrable Securities held by the Block Trade such Demanding Holder, then such Block Trade Demanding Holder shall notify PubCo and any Significant Holders and Sponsor of the Company of its request to engage in a Block Trade and, subject at least five (5) Business Days prior to Section 3.1.8 or the waiver thereof by day such Block Trade Demanding Holder, the Company offering is to commence and PubCo shall as expeditiously as possible use its commercially reasonable efforts to facilitate such Block Trade; provided that such the Demanding Holders representing a majority of the Registrable Securities wishing to engage in the Block Trade Demanding Holder shall use commercially reasonable efforts to work with the Company PubCo and any Underwriters prior to making such request in order to facilitate preparation of the registration statementRegistration Statement, prospectus Prospectus and other offering documentation related to the Block Trade.

Appears in 3 contracts

Samples: Registration Rights Agreement (Bridgetown Holdings LTD), Registration Rights Agreement (MoneyHero LTD), Registration Rights Agreement (Bridgetown Holdings LTD)

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