Overallotment. If any Shareholder fails to exercise its Preemptive Right to purchase its full pro rata share of the New Securities (each, a “Non-Exercising Holder”, and collectively, the “Non-Exercising Holders”), the Company shall, within five (5) days after the expiration of the Participation Period, deliver written notice specifying the aggregate number of the remaining New Securities that were eligible for purchase by all the Non-Exercising Holders (the “Remaining Securities”) to each Shareholder that has exercised its right to purchase its full pro rata share of the New Securities (each, an “Exercising Holder”, and collectively, the “Exercising Holders”). Each Exercising Holder shall have a right of overallotment, and may exercise an additional right to purchase the Remaining Securities by notifying the Company in writing within ten (10) days after receipt of the notice by the Company pursuant to the prior sentence of this Section 4.3; provided, however, that if the Exercising Holders desire to purchase in aggregate more than the number of the Remaining Securities, then the Remaining Securities will be allocated to the extent necessary among the Exercising Holders in accordance with their relative pro rata shares. For purposes of clarification, if there are still New Securities left unpurchased after every Exercising Holder has had a chance to exercise its right of overallotment as outlined in Section 4.3 herein, the Company shall, within five (5) days after the expiration of the ten (10) days outlined in the prior sentence, deliver a written notice to Ctrip specifying the aggregate number of the remaining unpurchased New Securities, and Ctrip shall have the right, but not the obligation, to purchase all such unpurchased New Securities by notifying the Company in writing within ten (10) days after receipt of the notice by the Company pursuant to this sentence.
Overallotment. In the event any Purchaser fails to exercise its right to purchase its pro rata share of New Securities, each Purchaser who delivered an Exercise Notice for such Purchaser’s total pro rata share of New Securities (an “Overallotment Purchaser”) shall have a right to purchase such Overallotment Purchaser’s pro rata share of the New Securities with respect to which Purchasers have failed to exercise their rights hereunder (“Remaining New Securities”). In such case, within twenty-five (25) days after the delivery of the Sale Notice, the Company shall provide written notice (“Overallotment Notice”) to each Overallotment Purchaser, which shall state the total amount of Remaining New Securities, and the pro rata portion of such Remaining New Securities which each Overallotment Purchaser is entitled to purchase. Each Overallotment Purchaser wishing to purchase any Remaining New Securities shall amend such Overallotment Purchaser’s Exercise Notice in writing within five (5) days from the date of delivery of the Overallotment Notice. For the purpose of this Section 2.4, an Overallotment Purchaser’s pro rata share of the Remaining New Securities shall be calculated as provided in Section 2.2, except that the denominator of the fraction shall be the total number of shares of Common Stock issued or issuable upon conversion of shares of Preferred Stock held by all of the Overallotment Purchasers.
Overallotment. If any Series A Holder fails to exercise its right to purchase its full pro rata share of any New Securities (each, a “Non-Exercising Holder”), the Company shall, within five (5) days after the expiration of the ten (10) day period described in Section 7.2 above, deliver written notice specifying the aggregate number of unpurchased New Securities that were eligible for purchase by all Non-Exercising Holders (the “Remaining Securities”) to each Series A Holder that exercised its right to purchase its full pro rata share of the New Securities (each, an “Exercising Holder”). Each Exercising Holder shall have a right of overallotment, and may exercise an additional right to purchase the Remaining Securities by notifying the Company in writing within ten (10) days after receipt of the notice by the Company pursuant to the prior sentence of this Section 7.3; provided, however, that if the Exercising Holders desire to purchase in aggregate more than the number of Remaining Securities, then the Remaining Securities will be allocated to the extent necessary among the Exercising Holders in accordance with their relative pro rata shares
Overallotment. The issuer granted the Underwriters an option for 15 days to purchase up to an additional [-] shares of [-]% Series [-] Mandatory Redeemable Preferred Shares solely to cover overallotments, if any. Pricing Date: [-], 201_ Settlement Date: [-], 201_; T + 5 Issue Price to Public: $[-] Underwriter Purchase Price: $[-] Dividend Rate: [-]% per annum Commencement of Initial Dividend Period: [-], 201_ Series [-] MRP Shares Asset Coverage as of [-], 201_: [-]% CUSIP: [-]
Overallotment. Each Manager acknowledges and agrees that, in order to assist in the orderly distribution of the Securities, and subject to compliance with applicable laws and regulations, including the EU Market Abuse Regulation (EU) No 596/20 14 as amended where applicable, one or more of the managers (for the purposes of this Clause, the “participating Initial Purchasers”) may agree to over allot in arranging subscriptions, sales and purchases of the Securities and may subsequently make purchases and sales of the Securities, in addition to their respective underwriting commitments, in the open market or otherwise, on such terms as the participating Initial Purchasers deem advisable. Such overallotment positions may be allocated among all or some of the participating Initial Purchasers equally or in such proportions as the participating Initial Purchasers may agree. The participating Initial Purchasers shall agree among themselves whether (i) each participating Initial Purchaser is responsible for managing its own position and is liable for any loss or entitled to any profit arising from the management of such position or (ii) the positions should be aggregated with one or more participating Initial Purchasers being responsible for managing the combined position and to aggregate profits and losses and share them among all or some of the participating Initial Purchasers in such proportions as they may agree. Nothing in Clause 6(2) shall prohibit the purchases, sales and overallotments of Securities described in this Clause as such purchases, sales and overallotments shall not, for the purposes of the AAM, be treated as Stabilization Transactions as defined in the AAM.”
Overallotment. If not all of the applicable Holders of Participating Units elect to purchase their full Pro Rata Share of the Offered Interest, then the Transferring Member will promptly notify in writing the Participating Members and will offer such Participating Members the right to acquire such unsubscribed portion of the Offered Interest. Each Participating Member will have ten (10) Business Days after receipt of such notice to notify the Transferring Member, with a copy to the Company, of its election to purchase all or a portion of such unsubscribed Offered Interest (with such Offered Interest to be allocated based on the relative Pro Rata Share of such Participating Members, if necessary).
Overallotment. To the extent not all of the Participating Members elect to purchase their full Pro Rata Share of the Offered Interest, the Super Participating Members shall have the right to purchase the unsubscribed portion of the Offered Interest (the “Remaining Offered Interests”). Each Super Participating Member will have the right to purchase that percentage of the Remaining Offered Interest equal to the product of (x) the number of Remaining Offered Interests multiplied by (y) a fraction, the numerator of which is the aggregate number of Units of Membership Interest and Membership Interest Equivalents held by such Super Participating Member and (y) the denominator of which is the sum of all of the Units of Membership Interest and Membership Interest Equivalents held by all of the Super Participating Members, or in such other proportions as agreed among the Super Participating Members; provided, that no Super Participating Member shall be entitled to purchase in excess of the number of Offered Interests specified in their Matching Offer. To the extend the procedure described in the preceding sentence does not result in the purchase of all Remaining Offered Interests, such procedure shall be repeated until there are no Remaining Offered Interests or until the maximum requests specified in the Matching Offer of all of the Super Participating Members have been fulfilled. No Remaining Offered Interests shall be made available for purchase by any non-Member pursuant to the remaining provisions of this Section 7.2.1 unless and until all Super Participating Members shall have had an opportunity to purchase all Remaining Offered Interest in accordance with the provisions of this Section 7.2.1(c).
Overallotment. The Underwriting Agreement will provide that the Company will grant to Newbridge an option that is exercisable within 45 days after the closing of the IPO (the “IPO Closing”), to acquire up to an additional 15% of the total number of Shares to be offered by the Company in the IPO, solely for the purpose of covering over-allotments (the “Over-allotment Shares”).
Overallotment. Red Brook (or at Red Brook's direction, Red Brook Related Parties) shall have the sole right and option (the "Option"), but not the obligation, to purchase an aggregate of up to an additional 500,000 B Units (the "Overallotment"). Red Brook may exercise all or a portion of the Option from time to time on or before September 30, 2003 by delivery of one or more written notices to VBI indicating the number of B Units with respect to which the Option is being exercised. (c)
Overallotment. If any Series B and C Stockholder does not elect to fully participate in the Selling Stockholder's sale pursuant to this Section 4, the Selling Stockholder shall promptly give notice of such failure to the Participating Sellers who did so elect. Such notice may be made by telephone if confirmed in writing within two (2) days. Such Participating Sellers shall have five (5) days from the date such notice was given to agree to sell their pro rata share of the unsold portion. For purposes of this Section 4.2, a Participating Seller's pro rata share shall be the ratio of (x) the number of Shares (assuming the conversion of all shares of Preferred Stock into Common Stock) held by such Participating Seller to (y) the total number of Shares (assuming the conversion of all shares of Preferred Stock into Common Stock) held by all Participating Sellers.
