Initial Stockholder Shares definition

Initial Stockholder Shares means the 6,579,861 shares of Novus’s Class B common stock, initially purchased by the Novus Initial Stockholders in a private placement in connection with the IPO of which 657,986 shares will be forfeited upon the consummation of the Business Combination and the remaining 5,921,874 shares will automatically convert to Novus Common Stock upon consummation of a business combination by Novus.
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Initial Stockholder Shares means the 2,500,000 shares of Novus Common Stock initially purchased by the Novus Initial Stockholders in a private placement in connection with the IPO.
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Initial Stockholder Shares means the 2,875,000 shares of Adara’s Class B common stock, initially purchased by the Sponsor in a private placement in connection with the IPO of which (i) 50,000 shares were transferred to ThinkEquity and its designees and (ii) between 875,000 and 1,375,000 of such shares are subject to forfeiture by the Sponsor upon consummation of the Business Combination, the exact number to be determined by Alliance, which will automatically convert to Combined Company Common Stock upon consummation of a business combination by Adara.
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Examples of Initial Stockholder Shares in a sentence

  • This row assumes that the Sponsor forfeits 875,000 Initial Stockholder Shares.

  • Up to an additional 500,000 Initial Stockholder Shares are subject to forfeiture by the Sponsor at the discretion of Alliance.

  • The United Kingdom in the last decade embarked upon an ambitious program to make more effective and efficient use of the plethora of programs provided in its prisons.

  • Pursuant to the Sponsor Support Agreement, the Adara Initial Stockholders have agreed to vote all of their Initial Stockholder Shares and any Public Shares acquired by them in favor of the Business Combination and each of the Stockholder Proposals.

  • On or before the effective date of a Registration Statement filed in accordance with Rule 419 (the “Effective Date”), each of the Initial Stockholder shall deliver to the Escrow Agent certificates representing its respective Initial Stockholder Shares, to be held and disbursed subject to the terms and conditions of this Agreement.

  • Escrow Agent shall then deduct from the Initial Stockholder Shares the number of shares so gifted and transfer them on Escrow Agent’s records to the donee.

  • The Novus Initial Stockholders have agreed to vote all of their Initial Stockholder Shares and any Public Shares acquired by them in favor of the Business Combination Proposal and the other Stockholder Proposals.

  • Accordingly, it is more likely that the necessary stockholder approval will be received than would be the case if such persons agreed to vote their Initial Stockholder Shares in accordance with the majority of the votes cast by the Public Stockholders.

  • The Novus Initial Stockholders have agreed to vote all of their Initial Stockholder Shares and any Public Shares acquired by them in favor of the Business Combination and each of the Stockholder Proposals.

  • The term Initial Stockholder refers to any such Initial Stockholder in its capacity as a holder of Initial Stockholder Shares and Initial Registrable Securities and as an Initial Stockholder and not in its capacity as a holder of Preferred Shares, Preferred Stockholder Registrable Securities or Underlying Common Stock or as a subscriber for Preferred Stock pursuant to the Exchange Agreement or the Class C Purchase Agreement.


More Definitions of Initial Stockholder Shares

Initial Stockholder Shares has the meaning set forth in the preamble.
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Initial Stockholder Shares means the 4,687,500 shares of Common Stock owned by the Initial Stockholder, prior to the Private Placement.
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Initial Stockholder Shares means all of the Common Stock held by the Initial Stockholders as of the date hereof and any Common Stock issued as a dividend or other distribution with respect to or in exchange for or in replacement of such shares of Common Stock. "MAXIMUM NUMBER OF SHARES" is defined in Section 2.1.5.
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Initial Stockholder Shares has the meaning set forth in the recitals.
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Initial Stockholder Shares means 1,500,000 shares of Class A common stock that currently are owned by the Adara Initial Stockholders, The Initial Stockholder Shares were shares of Class B common stock, par value $0.0001 per share, of Adara that automatically converted into shares of Class A common stock upon the closing of the Business Combination.
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Initial Stockholder Shares means (i) any Common Stock held by Initial Stockholders on the date hereof, (ii) any capital stock or other Equity Securities issued or issuable directly or indirectly with respect to the Common Stock referred to in clause (i) above by way of stock dividend, stock split, merger reorganization, reclassification, whether voluntary or involuntary, or other similar transaction. For purposes of this Agreement, any Person who holds Initial Stockholder Shares as a result of a Transfer of Initial Stockholder Shares in accordance with the provisions of this Agreement shall be deemed to be a holder of Initial Stockholder Shares. As to any particular Initial Stockholder Shares, such shares shall cease to be Initial Stockholder Shares when they have been (A) effectively registered under the Securities Act and disposed of in accordance with the registration statement covering them, (B) distributed to the public through a broker, dealer or market maker pursuant to Rule 144 or (C) repurchased by the Company or any Subsidiary.
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Related to Initial Stockholder Shares

  • Stockholder Shares means any Common Stock owned by a Stockholder on the date of the closing of the Transactions or hereafter, together with any equity securities issued or issuable directly or indirectly with respect to such Common Stock by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization.

  • Founder Shares shall have the meaning given in the Recitals hereto and shall be deemed to include the shares of Common Stock issuable upon conversion thereof.

  • Initial Stockholders means the stockholders of Holdings who became -------------------- stockholders as of the Closing Date (including employees or directors of Holdings or any Subsidiary who were granted options to purchase stock as of the Closing Date) and any transferees of such stockholders described in clause (i) or (ii) in the definition of Approved Sale.

  • Initial Stockholder means any beneficial owner of the Company’s unregistered securities.

  • Initial Shareholder means any beneficial owner of the Company’s unregistered securities.

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

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

  • Founders’ Shares means 1,000 shares with a par value of $1 per share, 500 of which were issued to MACRO Securities Depositor, LLC and 500 of which were issued to Claymore Securities, Inc., in exchange for the Initial Deposit.

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

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

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • Common Stockholders means holders of shares of Common Stock.

  • Class B Shares means the Class B ordinary Shares in the capital of the Company of $0.0001 nominal or par value designated as Class B Shares, and having the rights provided for in these Articles.

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

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

  • Public Shares means 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.

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Public Stockholders means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including the Sponsor (as defined below) to the extent it acquires such shares of Common Stock in the aftermarket (and solely with respect to such shares of Common Stock). “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

  • Lock-Up Shares has the meaning set forth in Section 4.1.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Insider Shares means all shares of Common Stock of the Company owned by an Insider immediately prior to the Company’s IPO. For the avoidance of doubt, Insider Shares shall not include any IPO Shares purchased by Insiders in connection with or subsequent to the Company’s IPO.