Significant Securityholder definition
Examples of Significant Securityholder in a sentence
If a Securityholder (a "Selling Securityholder") desires to Transfer any or all of its Securities (the "Offered Securities"), it shall first make a written offer to sell the Offered Securities (the "Offer") to all Securityholders (other than the Selling Securityholder) then holding more than 5% of the equity securities of the EJV (a "Significant Securityholder").
The Company may elect to purchase all or any portion of the Covered Securities to be transferred, upon the same terms and conditions as those set forth in the Transfer Notice, by delivering a written notice of such election to the Minority Transferor and each Significant Securityholder within 15 days after the Transfer Notice has been given to the Company.
Further, if any Significant Securityholder is released from a lock-up period subsequent to the initial business combination, SPAC shall notify the Investor no later than one trading day prior to such release, and the Private Placement Shares purchased by the Investor shall be released from the Lock-up provisions of this Agreement and the Lock-up Period shall terminate.
Notwithstanding the preceding sentence, in the event that a Sale of the Company occurs in which a Significant Securityholder acquires ownership of a majority of the outstanding shares of the Company, then the number of Option Shares that would have vested as of the first Vesting Date following the consummation of such Sale of the Company shall vest and become fully exercisable.
Whenever any provision hereof calls for a vote of one or more of the Significant Securityholders, the voting by Holdco of Common Units, Series A Preferred Units or Series B Preferred Units at the direction of a Significant Securityholder entitled to direct the voting of such units pursuant to Section 5.8 of the Master Rights Agreement shall constitute a vote of such Significant Securityholder.
If the Remaining Significant Securityholders cause the Corporation to purchase the Shares of the Selling Significant Securityholder, (x) the LLC shall purchase from the Corporation that number of Corresponding Units equal to the number of Shares being sold by the Selling Significant Securityholder and (y) the Corporation shall purchase the Shares from the Selling Significant Securityholder.
If more than one Significant Securityholder elects to purchase the Available Units, the Available Units will be allocated among such electing Securityholders pro rata according to the number of Securityholder Units of the applicable class owned by each such electing Securityholder on a Fully Diluted Basis.
The Company may elect to purchase all or any portion of the Securityholder Units to be transferred, upon the same terms and conditions as those set forth in the Transfer Notice, by delivering a written notice of such election to the Minority Transferor and each Significant Securityholder within 15 days after the Transfer Notice has been given to the Company.
The Remaining Significant Securityholders shall use, and shall cause each of their respective Affiliates to use, reasonable best efforts to pursue such approval or consent and shall, as soon as an extension becomes necessary, as well as once every subsequent 30 Business Days during any such extension, deliver to the Selling Significant Securityholder a certificate stating that such approval or consent is being pursued in such manner.
In the event that the Other Securityholders hold securities of the class of Securityholder Shares to be transferred, they may elect to participate in the contemplated Transfer by delivering written notice to the transferring Significant Securityholder within 15 days after delivery of the Sale Notice.