Overallotment Option. In addition, on the basis of the representations and warranties herein included and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriters to purchase up to an additional $15,000,000 aggregate principal amount of Notes at the purchase price of $24.00 per Note. The option hereby granted will expire 30 days after the date of this Agreement and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Notes upon notice to the Company by the Underwriters through the Representatives in writing setting forth the aggregate principal amount of Option Notes as to which the Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Notes. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Underwriters, but shall not be later than seven full business days, nor earlier than two full business days, after the exercise of said option, nor in any event prior to Closing Time, unless otherwise agreed upon by the Underwriters and the Company. If the option is exercised as to all or any portion of the principal amount of the Option Notes, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total aggregate principal amount of the Option Notes then being purchased which the respective principal amounts of the Initial Notes set forth in Schedule A opposite the name of which Underwriter bears to the total aggregate principal amount of the Initial Notes, subject to such adjustments as the Representatives in their discretion shall make to eliminate any sales or purchases of fractional Notes.
Overallotment Option. In the event that the Option is exercised, Spark Energy shall issue the Additional Shares to the Underwriters at a price per share equal to the per share initial public offering price of the Class A Common Stock (less underwriting discounts and commissions and structuring fees as set forth in the Underwriting Agreement), Spark Energy shall transfer all of the net proceeds it receives from the exercise of the Option to NuDevco Retail Holdings in exchange for a number of Spark HoldCo units equal to the number of shares of Class A Common Stock sold by Spark Energy to the public pursuant to the Option, and a corresponding number of shares of Class B common stock shall be cancelled.
Overallotment Option. This Third Supplemental Indenture shall permit the issuance from time to time, subject to the terms of the Overallotment Option, of additional Subordinated Debentures of this series in accordance with the procedures established in Section 303 of the Indenture.
Overallotment Option. (a) In addition to the Securities being sold by the Company and the Sellers and described in Section 1 hereof (which are referred to herein as the "Firm Securities"), you, at your option, shall have the right to purchase from the Company up to an aggregate of 653,747 additional shares of Common Stock (the "Optional Securities"). The two paragraphs of Section 3 hereof shall be deemed to apply only to the purchase, sale and delivery of the Firm Securities. References in those two paragraphs to the "Securities" shall be deemed to be references to the "Firm Securities;" except as otherwise provided in this Section 12, other references in this Agreement to the "Securities" shall be deemed to include the Firm Securities and the Optional Securities.
Overallotment Option. Each Stockholder agrees to (A) sell up to 15% of the shares of RW Common Stock to be received by it pursuant to this Agreement, in accordance with the terms of the Underwriting Agreement, to the extent that the overallotment option is exercised by the Underwriter pursuant to the terms of the Underwriting Agreement and (B) to execute the Underwriting Agreement on or prior to the IPO Pricing Date. The net proceeds of such sale shall be paid to each Stockholder in the same proprtion as the Pool Stock allocated to each such Stockholder.
Overallotment Option. Partners. .Partner Nonrecourse Debt. .Partner Nonrecourse Debt Minimum Gain. .Partner Nonrecourse Deductions. .Partnership. .
Overallotment Option. In the event the underwriters of the IPO fail to exercise in full their over-allotment option pursuant to the Underwriting Agreement, the Seller shall sell to the Purchasers, and the Purchasers shall purchase from the Seller, an aggregate of up to 1,759,944 additional Class A Ordinary Shares of the Company (the “Option Shares”), at a purchase price per Class A Ordinary Share equal to the IPO Price, with each Purchaser purchasing the number of Option Shares set forth opposite such Purchaser’s name on Schedule 2 hereto. In the event of a partial exercise of the over-allotment option, the relevant Purchasers shall purchase from the Seller, on a pro rata basis an aggregate of such number of Class A Ordinary Shares that are not purchased by the underwriters of the IPO also at a purchase price per Class A Ordinary Share equal to the IPO Price. The purchase and sale pursuant to this Section 2.4 shall be conducted in an “offshore transaction” in accordance with Regulation S, and shall be completed no later than thirty (30) days after the Closing Date.
Overallotment Option. If the option is exercised in full, the total Price to Public, Underwriting Discount and Proceeds to the Issuer will be $460,000,000, $14,490,000 and $445,510,000, respectively. Interest Rate: 8.25% per annum, accruing from the Original Issue Date Interest Payment Dates: Subject as provided below, interest will be payable quarterly in arrear on each March 1, June 1, September 1 and December 1 of each year, beginning on March 1, 2012. Interest during the initial interest period (long coupon) accrues from and including November 22, 2011 to but excluding March 1, 2012.
Overallotment Option. If the total number of shares of Offered Shareholder Shares that Investors elect to purchase as specified is timely given and Investors' Purchase Elections is fewer than the number of Offered Shareholder Shares available for purchase, then in the Investors' Expiration Notice the Company shall so notify each Investor and (unless the Investors agree otherwise in writing) each Investor who timely submitted a Purchase Election for such Offered Shares and gives the Company and Selling Shareholder written notice of such Investor's election to do so within five (5) days after the Company gives the Investors' Expiration Notice, may
Overallotment Option. On the terms and subject to the conditions referred to in this Agreement, the Selling Shareholder in respect of the Option Shares (up to the number of Option Shares set in column (3) of Part A of Schedule 1) on the basis of the representations, Warranties and undertakings in this Agreement grants to the Joint Global Coordinators (on behalf of the Managers) the Overallotment Option to call for the Selling Shareholder to sell up to the maximum number of Option Shares for the purpose of covering short positions resulting from overallotments or from sales of Ordinary Shares on or before the Stabilisation Period End Date. The Overallotment Option shall be exercisable once, in whole or in part, by notice in writing to the Selling Shareholder at any time on or before the Stabilisation Period End Date and, to the extent not exercised, may be terminated by the Joint Global Coordinators (on behalf of the Managers) at any time. A17927651
