Shelf Offering definition
Examples of Shelf Offering in a sentence
Any discretionary waiver or termination of the restrictions set forth in this Section 3(a) with respect to any Demand Registration, Shelf Offering or Piggyback Registration that is an underwritten Public Offering that permits, in the aggregate, transfers of more than 1% of the Company’s outstanding Common Stock (other than transfers solely for estate planning), shall apply pro rata to all Holders, based on the number of shares subject to such restrictions hereunder.
The Company, subject to Section 1(e) and Section 7, will include in such Shelf Offering all Shelf Registrable Securities with respect to which the Company has received timely written requests for inclusion.
The investment banker(s) and manager(s) to administer any underwritten offering in connection with any Demand Registration or Shelf Offering, and any legal counsel required for such offering, shall be selected by the Sponsor Investors.
All such expenses are referred to herein as “Expenses.” The Company shall not be required to pay, and each Person that sells securities pursuant to a Demand Registration, Shelf Offering or Piggyback Registration hereunder will bear and pay, all underwriting discounts and commissions applicable to the Registrable Securities sold for such Person’s account and all transfer taxes (if any) attributable to the sale of Registrable Securities.
The Company will, as expeditiously as possible (and in any event within fourteen (14) days after the receipt of a Shelf Offering Notice), but subject to Section 1(e), use its best efforts to consummate such Shelf Offering.