Initial Founders definition

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Initial Founders. Price" shall mean $163.9743 per share of Stock, which the Committee has determined represents the Fair Market Value of the Stock on the Effective Date.
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Examples of Initial Founders in a sentence

  • Notwithstanding the foregoing, Purchaser also understands and acknowledges that the transfer of the Steel Founder's Units, Steel Founder's Shares and the Steel Initial Founder's Warrants and exercise of the Steel Initial Founder's Warrants are subject to the specific conditions to such transfer or exercise as outlined herein and the Warrant Agreement as to which Purchaser specifically assents by its execution hereof.

  • The Steel Initial Founder's Warrants shall have the terms set forth in the Warrant Agreement set forth as EXHIBIT C hereto.

  • The Steel Initial Founder's Warrants and Shares issued upon exercise of the Steel Initial Founder's Warrants (as defined in the Warrant Agreement) will include the legend set forth in EXHIBIT B to the Warrant Agreement in the case of the Warrants and in the Warrant Agreement in the case of the Shares, which Purchaser has read and understands.

  • Contributions (including accrued interest) shall be repaid by the Company prior to the distribution by the Company of any dividends pursuant to Section 3.1. The Initial Primedia Contributed Amount and the Initial Founders Contributed Amount shall accrue interest at a rate of 6% until repayment.

  • The holders of outstanding securities of the Company are not entitled to preemptive or other rights to subscribe for the Securities; and, except for the Initial Founders Warrants, the Additional Founder’s Warrants and the Co-Investment Units, no options, warrants or other rights to purchase, agreements or other obligations to issue, or rights to convert any obligations into or exchange any securities for, shares of capital stock of or ownership interests in the Company are outstanding.

  • The Seller shall cause the Company to deliver certificates evidencing the Steel Founder's Units, Steel Founder's Shares and Steel Initial Founder's Warrants, to be purchased by Purchaser hereunder, registered in the Purchaser's name, upon the payment by the Purchaser of the Steel Founder's Units Purchase Price by check or wire transfer of immediately available funds to Steel Partners, Ltd.

  • The Initial Founders shall each sign a lock-up agreement pursuant to which the restriction applying to the first fifty percent (50%) of the Initial Founder’s shares shall expire six (6) months following the date of such lock-up agreement and the remaining restriction applying to the other fifty percent (50%) of the Initial Founder’s shares shall expire nine (9) months following the date of such Initial Founders lock-up agreement.

  • There is no action, suit or proceeding, or governmental inquiry or investigation, pending, or, to the best of the Company's knowledge, any basis therefor or threat thereof against any of the Initial Founders which questions the validity of this Agreement or the right of any of the Initial Founders to enter into it.

  • Notwithstanding the foregoing, the Purchaser also understands and acknowledges that the transfer of the Founder's Units, Founder's Shares, Initial Founder's Warrants and the Additional Founder's Warrants and exercise of the Initial Founder's Warrants and the Additional Founder's Warrants are subject to the specific conditions to such transfer or exercise as outlined herein and the Warrant Agreement as to which the Purchaser specifically assents by its execution hereof.

  • Such increase or decrease, if any, shall be effected by dividend or surrender and cancellation of certificates evidencing such Initial Founder's Units, or such other manner as elected by the Company in its sole discretion.


More Definitions of Initial Founders

Initial Founders means Donald B. Murray, Stephen J. Giusto, Karen Ferguson and David L. Schnitt, each for so long as he or she remains an employee and stockholder of the Company.
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Related to Initial Founders

  • Founders means all Members immediately prior to the consummation of the IPO.

  • Initial Shareholders means the Sponsor and any Insider that holds Founder Shares; (v) “Private Placement Warrants” shall mean the 5,000,000 warrants (or 5,450,000 warrants if the over-allotment option is exercised in full) that the Representative and Sponsor have agreed to purchase for an aggregate purchase price of $5,000,000 (or $5,450,000 if the over-allotment option is exercised in full), or $1.00 per warrant, in a private placement that shall occur simultaneously with the consummation of the Public Offering, plus up to 1,500,000 Private Placement Warrants that may be used upon conversion of working capital loans; (vi) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; and (viii) “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 Exchange Act, 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).

  • Founder means, in respect of an issuer, a person who,

  • Founder Shares Lock-up Period means, with respect to the Founder Shares, the period ending on the earlier of (A) one year after the completion of the Company’s initial Business Combination and (B) subsequent to the Business Combination, (x) if the closing price of the Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of Common Stock for cash, securities or other property.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.