Securities Subject to the Offer definition

Securities Subject to the Offer means: (a) with respect to an Offer required under Section 2(b), all Common Stock transferred to or retained by or vested in the Divorced Spouse (defined therein) and not elected to be purchased by the Divorced Holder (as defined therein) within the time limits specified in that section, and no others, (b) with respect to an Offer required under Section 2.2, all Common Stock vesting in or transferable to any heir or legatee of the deceased spouse other than the Surviving Holder (as defined in that Section) and not elected to be purchased by the Surviving Holder within the time limits specified in that Section, and no others and (c) all Common Stock held by a Holder (other than Common Stock owned by the Apollo Funds, AP VIII Prime Security or any other Person that is affiliated with Apollo) required to make an Offer under Sections 2.3, 2.4, 2.5 and 2.6, as applicable.
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Securities Subject to the Offer means: (i) with respect to an Offer ------------------------------- required under Section 2.1, all shares of Common Stock and Preferred Stock transferred to or retained by or vested in the Divorced Spouse (defined therein) and not elected to be purchased by the Divorced Non-YBR Holder (as defined therein) within the time limits specified in that section, and no others; (ii) with respect to an Offer required under Section 2.2, all shares of Common Stock and Preferred Stock vesting in or transferable to any heir or legatee of the deceased spouse other than the Surviving Non-YBR Holder (as defined in that Section) and not elected to be purchased by the Surviving Non-YBR Holder within the time limits specified in that Section, and no others; and (iii) all shares of Common Stock and Preferred Stock owned by a Non-YBR Holder required to make an Offer under Sections 2.3, 2.4 and 2.5.
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Securities Subject to the Offer means (a) with respect to a Section 3.1 Offer, all shares of Common Stock and/or Warrants subject to such Acquisition Proposal, and no others, (b) with respect to a Section 3.2 Offer, all shares of Common Stock and/or Warrants transferred to or retained by or vested in the Divorced Securityholder's Spouse (as defined in Section 3.2) and not elected to be purchased by the Divorced Securityholder (as defined in Section 3.2) within the time limits specified therein, and no others, (c) with respect to a Section 3.3 Offer, all shares of Common Stock and/or Warrants vesting in or transferable to any heir or legatee of the deceased spouse other than the Surviving Securityholder (as defined in Section 3.3) and not elected to be purchased by the Surviving Securityholder within the time limits specified therein, and no others and (d) with respect to a Section 3.4 Offer, all shares of Common Stock and Warrants owned by the Securityholder affected by the events described in Section 3.4, and no others.
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Examples of Securities Subject to the Offer in a sentence

  • If an Eligible Offeree (other than the Company) accepts an Offer as to all or any portion of the Securities Subject to the Offer, it shall evidence its acceptance by delivering to the Company a written notice of intent to purchase such Securities Subject to the Offer.

  • Upon receipt of such Offer, the Eligible Offerees shall have the right to elect to purchase the Securities Subject to the Offer in accordance with the provisions of Section 3.

  • The Company shall, in turn, promptly notify in writing any Holder or any other party required to sell Securities Subject to the Offer of the receipt of such notices (“Receipt Notice”).

  • The closing of the acquisitions of Securities Subject to the Offer by Eligible Offerees shall be consummated within ninety (90) days following the delivery of the Receipt Notice.

  • The Eligible Offerees shall have the right, for sixty (60) days following the date of an Offer, to accept the Offer as to all or any Securities Subject to the Offer.

  • It has a permanent population of 400 to 550 inhabitants (478 according to 2011 census).

  • Additionally, the total notional value of the interest rate swaps for the future issuance of debt ("forward starting interest rate swaps") was $200 million.

  • Conversely, in the last years, the heating systems rose, and renewables and biofuels sources show a considerable increase from 2005, leading to 21% of consumptions in 2019.

  • Offers under this Section 2.5 shall (a) be in writing, (b) be irrevocable for so long as any Eligible Offeree has the right to purchase any Securities Subject to the Offer, (c) be sent by the Offeror to the Company and (d) contain a description of the proposed transaction and change of ownership interest or voting power.

  • The Eligible Offerees that accept the Offer shall agree in advance on the allocation of the Securities Subject to the Offer among the accepting Eligible Offerees.


More Definitions of Securities Subject to the Offer

Securities Subject to the Offer means: (i) with respect to an Offer required under Section 2.1, all shares of Common Stock transferred to or retained by or vested in the Divorced Spouse (defined therein) and not elected to be purchased by the Divorced Holder (as defined therein) within the time limits specified in that section, and no others; (ii) with respect to an Offer required under Section 2.2, all shares of Common Stock vesting in or transferable to any heir or legatee of the deceased spouse other than the Surviving Holder (as defined in that Section) and not elected to be purchased by the Surviving Holder within the time limits specified in that Section, and no others; and (iii) all shares of Common Stock owned by a Holder required to make an Offer under Sections 2.3, 2.4 and 2.5.
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Related to Securities Subject to the Offer

  • Repurchase Offer shall have the meaning specified in Section 11.1(b).

  • Repurchase Upon Fundamental Change means the repurchase of any Note by the Company pursuant to Section 4.02.

  • Securities Financing Transactions means repurchase agreements, reverse repurchase agreements, securities lending agreements and any other transactions within the scope of SFTR that a Fund is permitted to engage in;

  • Early Repurchase Date shall have the meaning specified in Section 3(d) of this Agreement.

  • Repurchase Date has the meaning specified in Section 14.1.

  • securities financing transaction or 'SFT' means a repurchase transaction, a securities or commodities lending or borrowing transaction, or a margin lending transaction;

  • Permitted Securities means any of the following:

  • CHESS Approved Securities means securities of the Company for which CHESS approval has been given in accordance with the ASX Settlement Operating Rules;

  • Regulation S Global Securities means one or more permanent global Securities in registered form representing the aggregate principal amount of Securities sold in reliance on Regulation S under the Securities Act.

  • Fundamental Change Repurchase Date shall have the meaning specified in Section 15.02(a).

  • Flip-In Trigger Date shall have the meaning set forth in Section 11(a)(iii) hereof.

  • Replacement Securities means securities of the same issuer, class and denomination as Loaned Securities.

  • Lock-Up Securities has the meaning assigned to such term in Section 3.5.

  • Asset Sale Offer shall have the meaning specified in Section 4.14.

  • Personal Securities Transactions means any transaction in a Security pursuant to which an Access Person would have a Beneficial Ownership interest with the exception of obligations of the U.S. Government, bankers’ acceptances, bank certificates of deposit, money market fund shares, commercial paper, high quality short-term debt instruments and registered open-end investment companies, none of which are funds advised or sub-advised by the Firm.

  • NIM Securities Any debt securities secured or otherwise backed by some or all of the Class X and Class P Certificates that are rated by one or more Rating Agencies.

  • Investment Securities means any of the following:

  • Failed Remarketing Condition—Unpurchased VRDP Shares means that a Beneficial Owner (other than the Liquidity Provider or its affiliates) continues to hold VRDP Shares, that were subject to a valid Tender, after any Purchase Date as a result of the failure by the Liquidity Provider for any reason to purchase such VRDP Shares pursuant to the Purchase Obligation (whether as a result of an unsuccessful Remarketing or a Mandatory Purchase) ("Unpurchased VRDP Shares"), until such time as all Outstanding Unpurchased VRDP Shares are (i) successfully Remarketed, (ii) purchased by the Liquidity Provider pursuant to the Purchase Obligation, or (iii) if not successfully Remarketed or purchased by the Liquidity Provider pursuant to the Purchase Obligation, the subject of a validly tendered Notice of Revocation (or any combination of the foregoing); and any Unpurchased VRDP Shares shall be deemed tendered for Remarketing until the earliest to occur of the foregoing events (i), (ii) or (iii) with respect to such Unpurchased VRDP Shares.

  • Transfer Restricted Securities means Securities that bear or are required to bear the legend relating to restrictions on transfer relating to the Securities Act set forth in Section 2.3(e) hereto.

  • Tax Event Redemption Date means the date upon which a Tax Event Redemption is to occur.

  • Fundamental Change Purchase Date has the meaning specified in Section 3.01(a).

  • Change of Control Redemption Date shall have the meaning set forth in Section 7.2;

  • Securities Lending Agreement means an agreement under which a local agency agrees to transfer securities to a borrower who, in turn, agrees to provide collateral to the local agency. During the term of the agreement, both the securities and the collateral are held by a third party. At the conclusion of the agreement, the securities are transferred back to the local agency in return for the collateral.

  • Net Proceeds Offer Trigger Date has the meaning set forth in Section 4.16.

  • Client Securities Rules means the Securities and Futures (Client Securities) Rules (Cap 571H of the Laws of Hong Kong).

  • Specified Securities means ‘equity shares’ and ‘convertible securities’ as defined under clause (zj) of sub-regulation (1) of regulation 2 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;