IPO Put Option Clause Samples
An IPO Put Option clause grants certain shareholders the right to sell their shares back to the company or to other specified parties at a predetermined price if the company completes an initial public offering (IPO). Typically, this right is triggered if the IPO does not meet specific conditions, such as a minimum share price or valuation, or if the IPO does not occur within a set timeframe. The core function of this clause is to provide downside protection for investors, ensuring they have an exit strategy or compensation if the IPO does not deliver the expected financial outcome.
POPULAR SAMPLE Copied 6 times
IPO Put Option. Subject to and in accordance with the procedures and provisions set forth in this Article III, each of ▇▇▇▇▇▇ Holdco (together with its Transferees acting as a single Person) and the New Acquirer (together with its Transferees acting as a single Person) shall have the right to require, by notice given during the period of 60 days following each of the fourth, fifth and seventh anniversaries of the date of this Agreement, that SHUSA purchase from such Acquirer, (i) in the case of the New Acquirer, its IPO Put Option Shares in whole, but not in part, and (ii) in the case of ▇▇▇▇▇▇ Holdco, its IPO Put Option Shares in whole or in part, in each case at the IPO Put Option Price (the “IPO Put Option”); provided that ▇▇▇▇▇▇ Holdco may only exercise the IPO Put Option if the New Acquirer has exercised the IPO Put Option. The date upon which the IPO Put Option is exercised is referred to in this Agreement as the “IPO Put Option Date”.
IPO Put Option. (a) In the event that RSL consummates an initial public offering of any class of its equity securities (the "RSL IPO") on or prior to the third anniversary of the date hereof, each Non-RSL Stockholder shall have the right (the "IPO Put Option"), in accordance with the procedures set forth herein, to sell to RSL (a) at the closing of the RSL IPO (the "First Exercise Right"), 25% of the shares of Capital Stock owned by such Non-RSL Stockholder and (b) following the second anniversary of the date hereof (the "Second Exercise Right"), the remaining 75% of the shares of Capital Stock owned by such Non-RSL Stockholder; provided, however, that both the First Exercise Right and the Second Exercise Right shall expire on the fifth anniversary of the date hereof.
(b) RSL shall give written notice (the "IPO Notice") to the Non-RSL Stockholders of its intention to commence an RSL IPO at least thirty (30) days prior to the anticipated effective date of such RSL IPO. The Non-RSL Stockholders holding a majority of the shares of Capital Stock held at such time by a11 of the Non-RSL Stockholders (the "Majority Non-RSL Stockholders") shall have the one-time right to elect to exercise the First Exercise Right by giving written notice (the "First Exercise Put Notice") of such intention to RSL and the other Non-RSL Stockholders by registered or certified mail within ten (10)