Approved Block Trade definition

Approved Block Trade means a block sale or non-marketed underwritten offering of Registrable Securities for a number of Registerable Securities with a market value, as of the closing price of the day immediately prior to such sale or offering, that is equal to at least $15,000,000, in a bid process effected through an underwriter.

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Approved Block Trade means a block sale of Parent Common Stock which is either (i) approved by Parent (which approval shall not be unreasonably withheld), or (ii) completed within one (1) year of the Closing Date, for an aggregate sales price of no less than $75 million, at a sales price per share that is no less than $22.92, at no more than a 5% discount to the SBA Closing Price and in a bid process in which each of the Approved Underwriters was offered an opportunity to participate for the whole amount of the trade or such lesser portion that any such Approved Underwriter wishes to purchase, or (iii) completed after one (1) year of the Closing Date for an aggregate sales price of no less than $75 million with no other restrictions.

Approved Block Trade means a block sale or non-marketed underwritten offering of Registrable Securities (i) for a sales price per share of no less than 90% of the average closing price of the Common Stock on the NASDAQ Global Market for the five trading days ending immediately prior to such sale or offering (excluding any commissions paid in connection with such block sale or offering) and (ii) for not less than 300,000 shares of Common Stock, in the

Examples of Approved Block Trade in a sentence

• In addition, the Company shall take such other actions as are reasonably required and customary in order to expedite or facilitate an Approved Block Trade.

• The Investor shall pay all other costs and expenses associated with an Approved Block Trade, including all of its costs and expenses associated with such sales (including attorneys’ fees of the Investor and applicable stock transfer taxes and underwriting discounts and commissions); provided, however, that the Company shall pay the fees and expenses of its attorneys in connection with such Approved Block Trades.

• RemainCo shall pay all other costs and expenses associated with an Approved Block Trade, including all of its costs and expenses associated with such sales (including attorney fees of RemainCo and applicable stock transfer taxes and underwriting discounts and commissions) provided, however, that SpinCo shall pay the fees and expenses of its attorneys in connection with such Approved Block Trades.

• RemainCo and SpinCo shall equally split the fees of SpinCo’s independent public accountants, and printing expenses associated with the preparation and distribution of the requested prospectuses and prospectus supplements associated with each Approved Block Trade.

• The Investor shall pay all other costs and expenses associated with an Approved Block Trade, including all of its costs and expenses associated with such sales (including attorney fees of the Investor and applicable stock transfer taxes and underwriting discounts and commissions) provided, however, that the Company shall pay the fees and expenses of its attorneys in connection with such Approved Block Trades.

• In any such Marketed Secondary Offering or Approved Block Trade of any Stock Merger Consideration in which the Parent will be required to execute an underwriting agreement, Parent shall be entitled to select one manager from the list of the Parent Approved Underwriters and the Stockholder Members participating in the offering shall have the right to select one manager from the list of the Members Approved Underwriters or Parent Approved Underwriters to act as joint and equal bookrunners.

• The participating Sellers shall pay all other costs and expenses associated with a Marketed Secondary Offering or Approved Block Trade, including all of their costs and expenses associated with such sales (including attorney fees of such Sellers and applicable stock transfer taxes and underwriting discounts and commissions).

• The participating Stockholder Members shall pay all other costs and expenses associated with a Marketed Secondary Offering or Approved Block Trade, including all of their costs and expenses associated with such sales (including attorney fees of such Stockholder Members and applicable stock transfer taxes and underwriting discounts and commissions).

More Definitions of Approved Block Trade

Approved Block Trade means a block sale of Parent Common Stock which is completed within six (6) months of the Closing Date, (i) in an unlimited number, each for an aggregate sales price of no less than $75 million, (ii) up to one that can be used for all or a portion of the Escrow Shares, regardless of the aggregate sales price, or (iii) up to one that can be used solely by the Altpoint Members, one that can be used solely by the ▇▇▇▇▇ Members, one that can be used solely by the Tailwind Members, one that can be used solely by the Vulcan Members and one that can be used solely by the Management Members, in each case, for not less than 80% of the portion of the number of shares of the Stock Merger Consideration received by the Altpoint Members, ▇▇▇▇▇ Members, Tailwind Members, Vulcan Members and Management Members, respectively, regardless of the aggregate sales price, and in each of clauses (i), (ii) and (iii), in a bid process effected through either a Parent Approved Underwriter or a Member Approved Underwriter.

Approved Block Trade means a block sale of Parent Common Stock which is completed within six (6) months of the Closing Date, (i) in an unlimited number, each for an aggregate sales price of no less than $75 million, (ii) up to one that can be used for all or a portion of the Escrow Shares, regardless of the aggregate sales price or (iii) up to one that can be used solely by the ▇▇ ▇▇▇▇▇▇▇, for not less than 80% of the portion of the Stock Consideration received by the ▇▇ ▇▇▇▇▇▇▇ regardless of the aggregate sales price, and in the case of each of clauses (i), (ii) and (iii), in a bid process effected through either a Parent Approved Underwriter or a Seller Approved Underwriter.

Approved Block Trade means a block sale or non-marketed underwritten offering of Registrable Securities (i) for a sales price per share of no less than 90% of the average closing price of the Common Stock on the NASDAQ Global Market for the five trading days ending immediately prior to such sale or offering (excluding any commissions paid in connection with such block sale or offering) and (ii) for not less than 300,000 shares of Common Stock, in the case of each of clauses (i) and (ii), in a bid process effected through an underwriter. 1 To be the number calculated pursuant to Section 2.02(a)(i) of the Merger Agreement.