IPO Exchange definition
Examples of IPO Exchange in a sentence
In the Merger, the Founders shall receive a number of Class B Ordinary Shares equal to the number of shares held by the Founders in the Company multiplied by the IPO Exchange Ratio.
If, in connection with the IPO Exchange, the Board of Directors determines that it is advisable to have all of the Units contributed by the holders thereof in one or a series of transactions to the IPO Issuer pursuant to an agreement that provides for the exchange of Units into IPO Securities of such person (with the amount of IPO Securities to be received by each such holder being determined in accordance with this Section 8.13), each holder of Units agrees to participate in such an exchange.
The market value of any IPO Securities issued in connection with the IPO Exchange will be deemed to be the price at which the Publicly Offered Securities were initially sold by the underwriters, which underwriters will be led by a qualified independent investment bank with a national reputation in the country or countries in which the Publicly Offered Securities are to be listed on a recognized national securities exchange.
The market value of any IPO Securities issued in connection with the IPO Exchange will be deemed to be the price at which the Publicly Offered Securities were initially sold by the underwriters, which underwriters will be led by a qualified independent investment bank with a national reputation.
If, in connection with the IPO Exchange, the Board determines that it is advisable to have all of the Units contributed by the holders thereof in one or a series of transactions to the IPO Issuer pursuant to an agreement that provides for the exchange of Units into IPO Securities of such Person (with the amount of IPO Securities to be received by each such holder being determined in accordance with this Section 7.7), each holder of Units agrees to participate in such an exchange.
For the sake of clarity, the IPO Initiating Members may elect, in connection with a proposed Qualified Public Offering where a Subsidiary of the Company or another entity that is not the Company or its successor is the IPO Issuer, not to cause an IPO Exchange in connection therewith and, to the extent such an IPO Exchange does not occur, this Agreement may continue in effect after a Qualified Public Offering in accordance with its terms.
Prior to effecting any IPO Exchange in accordance with this Section 7.7, the Company will offer to each non-Defaulting Member that holds Series A-2 Preferred Units the option to purchase additional Series A-2 Preferred Units up to the amount of such Member’s Remaining Commitment.
Effective upon the Closing, each Investor shall ---------- deliver to the Company and the Company shall accept from such Investor, the stock certificates representing the IPO Exchange Shares exchanged by such Investor pursuant to Section 2.1 hereof, duly endorsed or accompanied by appropriate stock powers, and the Company shall thereupon deliver to such Investor a stock certificate representing the shares of Class A Common Stock issued in exchange therefor.
No action or proceeding before a court or any other governmental agency or body shall have been instituted or threatened to restrain or prohibit the Exchange or the IPO Exchange and no governmental agency or body shall have taken any other action or made any request of CSI as a result of which the management of CSI deems it inadvisable to proceed with the transactions hereunder.
Copies of the Plan and Form S-8 registration statement for the Plan file with the United States Securities and Exchange Commission are available free of charge upon request at your local HR department.