Offering Stockholders definition

Offering Stockholders has the meaning set forth in the preamble.
Sample 1Sample 2Sample 3
Offering Stockholders has the meaning given thereto in Section 3.4(a) of this Agreement.
Sample 1

Examples of Offering Stockholders in a sentence

  • If the Corporation does not elect to purchase all Offered Shares, within thirty days after receipt of the Offering Stockholder's Disposition Notice, it shall forward to the Offering Stockholder a list of the names and addresses of all Eligible Purchasers together with a description of their respective rights to purchase Offered Shares not initially purchased by the Corporation.

  • If any such Offered Shares are transferred to the transferee named in the Offering Stockholder's Notice, provided in this Article 6, the restrictions on transfer contained in this Article 6 shall again be applicable to the Shares so acquired by such transferee, and such transferee shall not again transfer such Shares without first offering such Shares to the corporation in accordance with this Article 6.

  • Seventy-one formal rescission acceptances representing 52,340 shares were received from Iowa-Only Offering Stockholders, resulting in a total of $276,690 being paid in cash to these stockholders for the return of their original investment plus $14,990 in interest at 8% annually.

  • The Corporation and the Offering Stockholder or the Offering Stockholder's guardian, as applicable, may also negotiate a mutually agreeable price of the Stock during such period but, failing, such agreement, the Offer Notice or the Current Value Price, as applicable, will be the purchase price.

  • During the three-year period that the Company continues to be contingently liable, to the extent that any of the Iowa-Only Offering Stockholders obtain a judgment for damages against the Company, if material, the judgment could impact the Company's liquidity and its ability to implement its business plan and continue as a going concern.

  • The corporation shall have the right to accept the Offering Stockholder's offer, in whole or in part, at any time during the 30-day period following its receipt of the Offering Stockholder's Notice.

  • If the Offering Stockholder(s) deliver such withdrawal notice, any previously delivered Tag-Along Response Notice by any Tag-Along Stockholder and the related exercise by such Tag-Along Stockholder of its or his Tag-Along Right shall automatically be deemed to be null and void.

  • In the event the Offering Stockholder rejects each proposal, the Offering Stockholder may, within ninety (90) days after the expiration of the Offer Period, Transfer the Shares on terms that are, in the Offering Stockholder's good faith reasonable judgment, more favorable to the Offering Stockholder than the terms contained in each proposal submitted during the Offer Period.

  • The Company shall cooperate with any Offering Stockholders in the preparation of a Tag-Along Notice, and shall provide to any Offering Stockholder such information as it may reasonably request for the purposes of completing the Tag-Along Notice.

  • If the Offering Stockholder has entered into such a definitive agreement which has become wholly unconditional save for any such approvals or clearances, the Offering Stockholders can sell such shares pursuant to such agreement upon satisfaction or waiver of all conditions.

Related to Offering Stockholders

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Offering Shares means the shares of Common Stock issued to the Purchasers pursuant to the Subscription Agreements, and any shares of Common Stock issued or issuable with respect to such shares upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

  • 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.

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

  • Other Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their securities in certain registrations hereunder.

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have the Initial Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Initial Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Initial 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 Initial Registration Statement.

  • Participating Holders means all Holders of Registrable Securities which are proposed to be included in any offering of Registrable Securities pursuant to Section 2.1 or Section 2.2.

  • Common Stockholders means holders of shares of Common Stock.

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • 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.

  • Rights Offering Shares means, collectively, the shares of New Common Stock issued in the Rights Offering.

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

  • Majority Participating Holders means Participating Holders holding more than 50% of the Registrable Securities proposed to be included in any offering of Registrable Securities by such Participating Holders pursuant to Section 2.1 or Section 2.2.

  • Key Holders means the persons named on Schedule B hereto, each person to whom the rights of a Key Holder are assigned pursuant to Subsection 3.1, each person who hereafter becomes a signatory to this Agreement pursuant to Subsection 6.9 or 6.17 and any one of them, as the context may require.

  • Controlling Shareholders means controlling shareholders of the Company, as such term is defined in the Ordinance.

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Registrable Shares means (i) the Warrant Shares, and (ii) any other shares of Common Stock issued in respect of such shares (because of stock splits, stock dividends, reclassifications, recapitalizations, or similar events); provided, however, that shares of Common Stock which are Registrable Shares shall cease to be Registrable Shares (i) upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act or (ii) upon any sale in any manner to a person or entity which, by virtue of Section 13 of this Warrant, is not entitled to the rights provided by this Warrant.

  • Selling Holder means a Holder who is selling Registrable Securities pursuant to a registration statement.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).