Preemptive Rights Portion definition

Preemptive Rights Portion shall have the meaning set forth in Section 4.11(b).
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Preemptive Rights Portion means, with respect to an Investor, the amount of New Securities that each Investor shall be entitled to purchase in the aggregate determined by multiplying (1) the total number of such offered shares of New Securities by (2) the quotient of (a) the aggregate number of shares of Common Stock or shares or rights convertible or exercisable into Common Shares (whether or not presently convertible or exercisable) (on an as-converted and as-exercised basis) held by such Investor, as of such date, divided by (b) the aggregate number of shares of Common Stock (on an as-converted and as-exercised basis) outstanding as of such date.
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Preemptive Rights Portion means, with respect to New Common Securities, the pro rata portion of New Common Securities proposed to be issued by the Company, which amount shall be based upon such Shareholder's Initial Ownership of shares of Common Stock as a percentage of the sum of the Initial Ownership of shares of Common Stock of (A) the THL Entities, (B) all Institutional Shareholders and (C) all Management Shareholders and, with respect to New Preferred Securities, the pro rata portion of New Preferred Securities proposed to be issued by the Company, which amount shall be based upon such Shareholder's Initial Ownership of shares of Preferred Stock as a percentage of the sum of the Initial Ownership of shares of Preferred Stock of (A) the THL Entities and (B) all Institutional Shareholders.
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Examples of Preemptive Rights Portion in a sentence

  • Each Holder shall be entitled to purchase, at the price and on the terms at which such New Securities are proposed to be issued and specified in such Preemptive Rights Notice, such Holder's Preemptive Rights Portion of such class of the New Securities proposed to be issued.

  • Each holder of Class B Common Stock shall be entitled to purchase, at the price and on the terms at which such New Securities are proposed to be issued and specified in such Preemptive Rights Notice, such holder's Preemptive Rights Portion of such class of the New Securities proposed to be issued.

  • Each Preemptive Rights Holder who accepts the offer to purchase such Preemptive Rights Holder’s entire Preemptive Rights Portion may include in the Preemptive Rights Exercise Notice a statement that such Preemptive Rights Holder desires to purchase up to a specified number of Preemptive Securities in excess of such Preemptive Rights Holder’s Preemptive Rights Portion.


More Definitions of Preemptive Rights Portion

Preemptive Rights Portion has the meaning set forth in Section 7.2.
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Preemptive Rights Portion means, with respect to an Investor, the amount of New Securities that each Investor shall be entitled to purchase in the aggregate determined by multiplying (1) the total number of such offered shares of New Securities by (2) the quotient of (a) the aggregate number of shares of Common Stock or securities convertible or exercisable into Common Shares (whether or not presently convertible or exercisable) (on an as-converted and as-exercised basis) held by such Investor, as of such date, divided by (b) the aggregate number of shares of Common Stock (on an as-converted and as-exercised basis) outstanding as of such date.
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Preemptive Rights Portion means, with respect to New Common Securities, the pro rata portion of New Common Securities proposed to be issued by the Company, which amount shall be based upon such Shareholder's Initial Ownership of shares of Common Stock as a percentage of the sum of the Initial Ownership of shares of Common Stock of (A) the THL Entities, (B) all Institutional Shareholders and (C) all Management Shareholders
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Preemptive Rights Portion means, with respect to any Preemptive Rights Offeree in connection with any Issuance, the product of (a) the number or amount, as applicable, of the Subject Securities to be included in such Issuance multiplied by (b) the percentage of the total number of outstanding Equivalent Shares held by such Preemptive Rights Offeree immediately prior to giving effect to such Issuance.
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Related to Preemptive Rights Portion

  • Preemptive Right has the meaning set forth in Section 5.1 hereof.

  • Preemptive Rights has the meaning given such term in Section 6.04(a).

  • Put Right has the meaning set forth in Section 8.05(a).

  • Call Rights As defined in Section 9.01(f).

  • Option Share has the meaning ascribed to it in section "4.7" hereinbelow;

  • Series B Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, of the Company.

  • Remaining Shares has the meaning set forth in Section 4.1.2.

  • Preferred Share means a share of stock of the General Partner of any class or series now or hereafter authorized or reclassified that has dividend rights, or rights upon liquidation, winding up and dissolution, that are superior or prior to the REIT Shares.

  • Call Right The right of the holder thereof (or any successor), as named in the applicable Supplement, to purchase Certificates from the Holders thereof or to purchase Underlying Securities from the Trust.

  • Series A Units means Series A currency hedged mutual fund units or Series A non-currency hedged mutual fund units of a fund, as applicable.

  • A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;

  • Membership Units means membership interests in the Company.

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.

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

  • Repurchase Right means the right granted to the Corporation in accordance with Article D.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Excluded Stock and Stock Equivalents means (i) any Capital Stock or Stock Equivalents with respect to which, in the reasonable judgment of the Administrative Agent and the Borrower (as agreed to in writing), the cost or other consequences of pledging such Capital Stock or Stock Equivalents in favor of the Secured Parties under the Security Documents shall be excessive in view of the benefits to be obtained by the Lenders therefrom, (ii) solely in the case of any pledge of Capital Stock and Stock Equivalents of any Foreign Subsidiary or any CFC Holding Company, any Capital Stock or Stock Equivalents of any class of such Foreign Subsidiary or CFC Holding Company in excess of 65% of the outstanding Capital Stock of such class, (iii) any Capital Stock or Stock Equivalents to the extent the pledge thereof would violate any applicable Requirements of Law (including any legally effective requirement to obtain the consent of any Governmental Authority unless such consent has been obtained), (iv) in the case of (A) any Capital Stock or Stock Equivalents of any Subsidiary to the extent such Capital Stock or Stock Equivalents are subject to a Lien permitted by clause (ix) of the definition of Permitted Lien or (B) any Capital Stock or Stock Equivalents of any Subsidiary that is not a Wholly-Owned Subsidiary of the Borrower and its Subsidiaries at the time such Subsidiary becomes a Subsidiary, any Capital Stock or Stock Equivalents of each such Subsidiary described in clause (A) or (B) to the extent (I) that a pledge thereof to secure the Obligations is prohibited by any applicable Contractual Requirement and other than proceeds thereof the assignment of which is expressly deemed effective under the Uniform Commercial Code or other applicable law notwithstanding such prohibition or restriction), (II) any Contractual Requirement prohibits such a pledge without the consent of any other party; provided that this clause (II) shall not apply if (x) such other party is a Credit Party or Wholly-Owned Subsidiary or (y) consent has been obtained to consummate such pledge (it being understood that the foregoing shall not be deemed to obligate the Borrower or any Subsidiary to obtain any such consent) and for so long as such Contractual Requirement or replacement or renewal thereof is in effect, or (III) a pledge thereof to secure the Obligations would give any other party (other than a Credit Party or Wholly-Owned Subsidiary) to any contract, agreement, instrument, or indenture governing such Capital Stock or Stock Equivalents the right to terminate its obligations thereunder and other than proceeds thereof the assignment of which is expressly deemed effective under the Uniform Commercial Code or other applicable law notwithstanding such prohibition or restriction), (v) any Capital Stock or Stock Equivalents of any Subsidiary to the extent that the pledge of such Capital Stock or Stock Equivalents would result in materially adverse tax consequences to the Borrower or any Subsidiary as reasonably determined by the Borrower in consultation with the Administrative Agent, (vi) any Capital Stock or Stock Equivalents that are margin stock, and (vii) any Capital Stock and Stock Equivalents of any Subsidiary that is not a Material Subsidiary or is an Unrestricted Subsidiary, a captive insurance Subsidiary, an SPV or any special purpose entity.

  • Stock Purchase Right means a right to purchase Common Stock pursuant to Section 11 below.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series A Stock means the Company's Series A Convertible Redeemable Preferred Stock, par value $.005 per share.

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

  • Tag-Along Shares has the meaning ascribed to such term in Section 4.4(a).

  • Series B Stock means the Company's Series B Convertible Preferred Stock, par value $0.000001 per share.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.