Specified Holder definition

Specified Holder means an Investor whose sale of Shares pursuant to Rule 144 would be subject to aggregation with another Investor (such other Investor being a “Related Holder”).

Specified Holder means any holder of the Series B Convertible Preferred Stock that is managed on a discretionary basis by, or is otherwise an Affiliate of, Deerfield Management Company, L.P. (including, without limitation, Deerfield Private Design Fund IV, L.P., Deerfield Private Design Fund III, L.P. or Deerfield Special Situations Fund, L.P.) or any successor, assign or transferee of any such holder.

Specified Holder means (a) any holder of Company Stock Options who is employed by the Company as of immediately prior to the Effective Time at the level of Executive Director or higher and (b) any other holder of Company Stock Options identified by Parent within thirty (30) days following the date of this Agreement who is an officer or employee of the Company as of the date of this Agreement.

Examples of Specified Holder in a sentence

• For example, a Specified Person will be treated as a Surplus Acceptor where that Specified Person accepts the Offer (through the Specified Holder) for more than the Specified Percentage of the Shares held by the Specified Holder on behalf of the Specified Person.

• Notes so owned that have been pledged in good faith shall not be so disregarded if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right to deliver any such direction, waiver, consent, approval or other action of Holders with respect to the Notes and that the pledgee is either (i) not the Issuer, any Guarantor or any Person directly or indirectly controlled by the Issuer or any Guarantor or (ii) a Specified Holder.

• All cheques, electronic funds transfers, Acceptance Forms, Specified Holder Certificates and other documents to be delivered, sent or transferred by or to you will be delivered, sent or transferred at your own risk.

• If you hold your Restaurant Brand Shares on behalf of more than one person (e.g. as a trustee corporation, nominee company, or bare trustee) then you are a Specified Holder for the purposes of the Takeovers Code and each person on whose behalf you hold Restaurant Brand Shares is a Specified Person.

• If you do this, you should post your original completed Acceptance Form, and, if applicable, Specified Holder Certificate, to the address above (although if you do not your acceptance will still be valid).

More Definitions of Specified Holder

Specified Holder means (i) Xxxxxx Xxxxx, (ii) any Permitted Assignee of Xxxxxx Xxxxx and (iii) any Pledgee of any Person described in clauses (i) and (ii) above that complies with Section 2(d) of this Agreement.

Specified Holder or “Specified Holders” has the meaning set forth in the preamble.

Specified Holder means each holder of Series A-3 Preferred Stock having a Mandatory Closing Amount or Mandatory IPO Purchase Amount, as applicable.

Specified Holder means any of (i) Mei Mei Hu, (ii) Louis Reese, (iii) Blackfoot Healthcare Ventures LLC, (iv) United Biomedical, Inc. and (v) any Affiliate of a Grantor or Grantee who becomes the owner of or otherwise acquires, directly or indirectly, any Subject Shares of a Grantor or Grantee.

Specified Holder means any holder of Series A Preferred Stock that has Beneficial Ownership of more than 15% of the outstanding shares of Series A Preferred Stock both as of the Issue Date and at the time of exercise of its right to appoint or remove a Passive Observer pursuant to Section 11(C) hereof. For purposes of the foregoing, (i) the calculation of the outstanding shares of Series A Preferred Stock and PropCo Preferred LP Interests and ownership of shares of Series A Preferred Stock and PropCo Preferred LP Interests shall not take into account any issuances, stock splits or other transactions or matters occurring after the Issue Date that would have the effect of diluting the amount of the Series A Preferred Stock and PropCo Preferred LP Interests held by a Specified Holder, (ii) the ownership of shares of Series A Preferred Stock and PropCo Preferred LP Interests of a holder shall be aggregated with the holdings of all holders that are controlled by the holder or under common control with such holder and (iii) the number of shares of Series A Preferred Stock owned by a holder shall be increased solely for this definition of “Specified Holder” by the number of PropCo Preferred LP Interests held by such holder and the number of outstanding shares of Series A Preferred Stock shall be increased by the number of PropCo Preferred LP Interests then held by all holders other than the Company. “Control” and “controlled” for purposes of clause (ii) of the immediately preceding sentence shall mean the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract, or otherwise and, in the case of a private fund (as defined under the U.S. Investment Advisers Act of 1940, as amended), holdings of private funds may be aggregated if their investment managers are affiliated, but shall not include any private fund or other entity that was created primarily for the purpose of satisfying the “Specified Holder” definition.

Specified Holder means any Person who is the Beneficial Owner, directly or indirectly, of 10% or more of the Outstanding Ordinary Shares of the Company as of the Effective Date, each as set forth on Exhibit D hereto.

Specified Holder shall have the meaning set forth in Section 2.1.1(c).