Reoffer Prospectus definition

Reoffer Prospectus means the prospectus included in the Registration Statement, as amended or supplemented by any prospectus supplement with respect of the terms of the offering of any security of the Parent covered by such Registration Statement and all other amendments or supplements to the prospectus, including post effective amendments, and all material incorporated, or deemed to be incorporated, by reference in such prospectus.
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Reoffer Prospectus as used in this Agreement shall mean the prospectus contained in the S-8 Registration Statements at the time such Registration Statements were declared effective or in the form in which it has been most recently filed with the Commission on or prior to the date of this Agreement. "Preliminary Prospectus" shall mean any preliminary prospectus supplement or supplements to the Basic Prospectus and the Reoffer Prospectus, together with the Basic Prospectus and the Reoffer Prospectus, which describes the Units and the offerings thereof, that is filed pursuant to Rule 424(b) under the Act ("Rule 424(b)") and is used prior to the filing of the Final Prospectus. "Final Prospectus" shall mean the prospectus supplement relating to the Units and the offering thereof that is first filed pursuant to Rule 424(b) after the date and time this Agreement is executed and delivered by the parties hereto, together with the Basic Prospectus and the Reoffer Prospectus, as applicable. All references in this Agreement to financial statements and schedules and other information which is "contained," " included " or "stated" in the Registration Statements, the Basic Prospectus, the Reoffer Prospectus, the Preliminary Prospectus or the Final Prospectus (or other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in the
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Examples of Reoffer Prospectus in a sentence

  • From time to time, all or part of the Compensation Shares may be registered by the Company under a Registration Statement on Form S-8, including a Re-offer Prospectus, as and at such time as the Board of Directors of the Company or the executive committee thereof shall determine.

  • If applicable, the Reoffer Prospectus delivered to the Underwriter for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to ▇▇▇▇▇, except to the extent permitted by Regulation S-T.

  • A Reoffer Prospectus relating to the Special Options shall be filed by the Company not later than the earlier of (i) the vesting and exercisability of the Special Options pursuant to their terms, or (ii) within thirty (30) days from any termination of Executive's employment that, under Paragraph 11.

  • From time to time, all or part of the Compensation Shares may be registered by the Company under a Registration Statement on Form S-8, including a Re-offer Prospectus, as and at such time as the Board of Directors of the Company shall determine.

  • If applicable, the copies of the Registration Statement, any Issuer Free Writing Prospectus and Reoffer Prospectus and each amendment and supplement thereto furnished to the Underwriter will be identical to the electronically transmitted copies thereof filed with the Commission pursuant to ▇▇▇▇▇, except to the extent permitted by Regulation S-T.

  • Prior to the Closing Date, the Company will promptly advise the Underwriter of any proposal to amend the Registration Statement or supplement the Reoffer Prospectus (including by incorporation by reference of any document filed under the Exchange Act or any Issuer Free Writing Prospectus) and will provide the Underwriter with a reasonable opportunity to comment on any such amendment or supplement.

  • A Reoffer Prospectus relating to the Plan Options shall be filed by the Company not later than the earlier of (i) the first anniversary of the Commencement Date, or (ii) within thirty (30) days from any termination of Executive's employment that, under paragraph 11 below, results in the acceleration of the vesting and exercisability of the unvested portion of the Plan Options.

  • In connection with development covered by clause (iii) above, Parent shall be entitled to exercise its rights pursuant to this Section 8(b) to suspend the availability of a Registration Statement or any Reoffer Prospectus (the “Deferral Period”) for no more than 25 days.

  • Employee understands that, subsequent to the Shares being registered on Form S-8 and for resale pursuant to a Reoffer Prospectus, Employee shall comply with Employer's Insider Trading Policy in connection with the sale of any of the Sh▇▇▇▇.

  • The Reoffer Prospectus shall cover the resale by the Executive of the shares of Common Stock acquired upon exercise of the Plan Options and the Special Options.