Existing Company Shareholders definition

Existing Company Shareholders means the holders of Company Shares immediately prior to the Merger Effective Time.
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Existing Company Shareholders means each of the Company Shareholders identified on the Voting and Support Agreement.
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Existing Company Shareholders means the shareholders of the Company as of the Closing Date, which will include the shareholders of the Company as of the date of this Agreement as listed on Schedule A hereto.
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Examples of Existing Company Shareholders in a sentence

  • The Merger Shares shall have been registered pursuant to a Registration Statement on Form S-4 declared effective by the SEC or the issuance of the Merger Shares to the Existing Company Shareholders shall qualify as an exempt transaction under Section 4(2) of the Securities Act and/or Regulation S and/or Regulation D promulgated thereunder and shall be exempt from registration under the federal securities laws and all state and other securities laws, including the securities laws of the State of Israel.

  • Without derogating from the above, it is clarified that any Private Placement Securities converted into shares of Parent Common Stock following the date of this Agreement will dilute the Existing Company Shareholders and the stockholders of Parent on a pro rata basis.

  • The Company’s Board of Directors shall obtain the written consent of the Existing Company Shareholders to an increase of the authorized number of directors.

  • Any funds raised in the Private Placement will dilute the Existing Company Shareholders and the stockholders of Parent on a pro rata basis since the securities issued in the Private Placement will be converted into shares of Parent Common Stock immediately following the Closing.

  • The Existing Company Shareholders shall have approved the Merger Proposal at the Company General Meeting.

  • Notwithstanding anything else contained herein, as consideration for entering into this Agreement, BC Co shall have issued such number of BC Co Common Shares, at a deemed price of $0.15 per BC Co Common Share, to the Existing Company Shareholders on a pro rata basis so that the number of BC Co Common Shares held by the Existing Company Shareholders equals 20,000,000 BC Co Common Shares.

  • The parties and their counsel shall have been provided with completed investment questionnaires, to the extent reasonably necessary, from Existing Company Shareholders and any other information necessary for such parties and their counsel reasonably to have concluded that the issuance of the Merger Shares is in full compliance with applicable securities laws.

  • Any Private Placement Securities converted into shares of Parent Common Stock following the Closing will dilute the Existing Company Shareholders and the stockholders of Parent on a pro rata basis.

  • Upon consummation of the Going Public Transaction, it is anticipated that the ownership percentage of the Pubco’s outstanding common stock will be as follows: Existing Company Shareholders 67% Investors in the Offering 23% Original Pubco Shareholders 10% COOPERATIVE SERVICES AGREEMENT – Page 1 Immediately prior to the closing of the Going Public Transaction, Pubco shall be controlled by Halter Financial Investments, L.P., a Texas limited partnership controlled by the limited partners of HFG.

  • As a result of such adjustment to the Exchange Ratio, Parent shall promptly issue and deliver to those Persons who were Existing Company Shareholders as of the Closing Date, on a pro rata basis, an additional number of shares of Parent Common Stock as would maintain the same percentage ownership of the Parent by such Existing Company Shareholders as of the Closing Date, had such In-the-Money Options or Warrants been included in the Adjusted Fully Diluted Parent Capitalization at such time.


More Definitions of Existing Company Shareholders

Existing Company Shareholders means, collectively, the holders of shares of Company Common Stock, Company Series A Preferred Stock and Company Series A-1 Preferred Stock as of immediately prior to the Closing, but excluding holders of any New Financing Securities (solely with respect to such New Financing Securities).
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Existing Company Shareholders shall have the meaning assigned in Paragraph B(ii) of the Recitals to this Agreement.
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Related to Existing Company Shareholders

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Existing Shareholders has the meaning set forth in the preamble.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Company Shareholder means a holder of one or more Company Shares;

  • Existing Stockholders means the WCAS Securityholders and their Affiliates.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Target Shareholders means the holders of Target Shares;

  • Parent Stockholders means the holders of the outstanding Parent Shares.

  • Company Shares means the common shares in the capital of the Company;

  • Ordinary Shareholders means holders of Ordinary Shares.

  • Company Shareholder Meeting has the meaning set forth in Section 5.2(a).

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Company Shareholders Meeting shall have the meaning set forth in Section 2 hereof.

  • Overseas Shareholders holders of Scheme Shares who are resident in, ordinarily resident in, or citizens of, jurisdictions outside the United Kingdom;

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Principal Shareholders means, collectively, Wxxxxxx Xxxxxx, Jxxx Xxxxxx and Dxxxx Xxxxxx.

  • Common Stockholders means holders of shares of Common Stock.

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Dissenting Shareholders means registered Shareholders who validly exercise the rights of dissent provided to them under the Interim Order;