Main Street Pre-Closing Shares definition

Main Street Pre-Closing Shares means the shares of Daseke Common Stock owned by the Main Street Entities as of the date hereof.

Examples of Main Street Pre-Closing Shares in a sentence

  • Subject to the terms of this Letter Agreement, HCACII agrees to purchase from the Main Street Entities immediately prior to the Closing, and the Main Street Entities agree to sell and transfer all right, title and interest to (the “Main Street Sale”) all of the Main Street Pre-Closing Shares to HCACII (the “Main Street Closing”).

  • At the Main Street Closing, HCACII will obtain good and valid title to the Main Street Pre-Closing Shares conveyed by such Main Street Entity, of record and beneficially, free and clear of all encumbrances (other than restrictions on transfer arising under the Company’s organizational documents or applicable securities law).

  • Such Main Street Entity owns, of record and beneficially, the Main Street Pre-Closing Shares to be conveyed by such Main Street Entity to HCACII pursuant to Section 6 free and clear of all encumbrances (other than restrictions on transfer arising under the Company’s organizational documents or applicable securities law).

Related to Main Street Pre-Closing Shares

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Second Closing has the meaning set forth in Section 2.2.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • First Closing has the meaning set forth in Section 2.1(a).

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Additional Registration Statement.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Purchaser Common Stock means the common stock, par value $0.01 per share, of Purchaser.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • VWAP Purchase Share Estimate means the number of shares of Common Stock that the Company has in its sole discretion irrevocably instructed its Transfer Agent to issue to the Buyer via the Depository Trust Company (“DTC”) Fast Automated Securities Transfer Program in connection with a VWAP Purchase Notice pursuant to Section 1(c) hereof and issued to the Buyer’s or its designee’s balance account with DTC through its Deposit Withdrawal At Custodian (DWAC) system on the VWAP Purchase Date (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Put Closing shall have the meaning set forth in Section 2.3.8.

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

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

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

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

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • 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.

  • Bidders from a country which shares a land border with India for the purpose of this Order means:

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Purchase Shares has the meaning set forth in Section 2.2(a) hereof.

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