Post-Closing Dolphin Shares means 1,535,129 shares of Common Stock, subject to the right of offset as set forth in Section 2.6 and Section 7.3(g).
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.
Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).
Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.
Put Closing Date shall have the meaning set forth in Section 2.3.8.
Second Closing has the meaning set forth in Section 2.2.
Purchaser Shares means the common shares in the capital of the Purchaser.
First Closing has the meaning set forth in Section 2.1(a).
Second Closing Date has the meaning set forth in Section 1.3.
Previously Acquired Shares means shares of Common Stock that are already owned by the Participant or, with respect to any Incentive Award, that are to be issued upon the grant, exercise or vesting of such Incentive Award.
Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.
First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.
Put Closing shall have the meaning set forth in Section 2.3.8.
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.
Subsequent Closing has the meaning set forth in Section 3.2.
Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.
Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.
Consideration Shares shall have the meaning set forth in Section 2.7(c).
Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
Lock-Up Shares has the meaning set forth in Section 4.1.
Purchased Units means, with respect to a particular Purchaser, the number of Common Units set forth opposite such Purchaser’s name under the column titled “Purchased Units” set forth on Schedule A hereto.
Third Closing Date has the meaning set forth in Section 2.2(c).
ASA Shares has the meaning set forth in 2.4(a).
Cash Election Shares shall have the meaning set forth in Section 3.2.1.
Acquired Shares has the meaning set forth in the Recitals.