Target Company Shareholders definition

Target Company Shareholders has the meaning set forth in the Preamble.

Examples of Target Company Shareholders in a sentence

  • The Offer Document and the appropriate form(s) of acceptance for the Offer will be despatched to the Target Company Shareholders not later than seven business days from the date of the Formal Offer Announcement, or such other date permitted under the Thailand’s Rules on Business Takeovers.

  • Disposal or transfer of equity interest in the Target Company The Purchaser shall have the right to transfer, sell or otherwise dispose of its equity interest in the Target Company in whole or in part and the Remaining Target Company Shareholders agreed to waive their right of first refusal in accordance with applicable PRC laws.

  • Financing of the Target Company Shareholders of the Target Company will provide initial shareholders’ loan of not more than RMB2,600,000,000 (the ‘‘Shareholders’ Loan’’) to the Target Company in the amount pro-rated to their respective equity holdings in the Target Company.

  • The Offer will be made for all the Offer Shares subject to the terms and conditions to be set out in the Offer Document to be issued by the Offeror to the Target Company Shareholders in connection with the Offer.

  • If any dividend, right or other distribution or return of capital is announced, declared, paid or made by the Target Company on or after the date of the Pre-Conditional Offer Announcement, the Offeror reserves the right to reduce the Offer Price payable to the accepting Target Company Shareholder(s) by an amount equivalent to such dividend, right, other distribution or return of capital.

  • It is recommended to the Board of Directors of the Target Company that, if the the Tender Offer is commenced, it (i) express an opinion in support of the Tender Offer and recommend that the Target Company Shareholders tender their shares in the Tender Offer and (ii) make decisions in relation to the procedures for going private of the Target Company following the Tender Offer as part of the Transaction.

  • Target Company and Target Company Shareholder[s] shall provide audited financials to Covenant for periods as reasonably requested by Covenant, and Target Company shall assure the accuracy of all financial performance data and material disclosure items of Target Company as reported for the period ended June 30, 2009, which includes accounts payable and liabilities, accounts receivable, assets, operations, associated debts, intangible assets, inventory, and any important contracts.

  • THE POSSIBLE OFFER The Board is pleased to announce that the Offeror, on 13 September 2017, sent the Intention Letter to the board of directors of the Target Company, pursuant to which the Offeror will make a pre-conditional voluntary general offer for all the Offer Shares from the Target Company Shareholders in accordance with the Thailand’s Rules on Business Takeovers, subject to the fulfilment (or waiver, as applicable) of the Pre-Conditions.

  • Such Shareholder is not a party to (a) any option, warrant, purchase right or other Contract (other than this Agreement) that would require such Shareholder to sell, transfer or otherwise dispose of any of the Equity Interests of the Target Company owned by such Shareholder or (b) any voting trust, proxy, or other Contract with respect to the voting of the Equity Interests of the Target Company owned by such Shareholder (other than the Target Company Constitution and Target Company Shareholders Agreement).

  • Share certificates representing the Covenant Share Consideration, duly registered in the names of the Target Company Shareholder[s] and pursuant to the terms of this Agreement.

Related to Target Company Shareholders

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Company Shareholder means a holder of one or more Company Shares;

  • Target Shareholders means the holders of Target Shares;

  • Existing Shareholders has the meaning set forth in the preamble.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Principal Shareholders means, collectively, Wxxxxxx Xxxxxx, Jxxx Xxxxxx and Dxxxx Xxxxxx.

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Company Shareholders Meeting shall have the meaning set forth in Section 2 hereof.

  • Company Shares means the common shares in the capital of the Company;

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Additional Registration Statement.

  • Company Shareholder Meeting has the meaning set forth in Section 5.2(a).

  • Parent Stockholders means the holders of the outstanding Parent Shares.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Ordinary Shareholders means holders of Ordinary Shares.

  • Scheme Shareholder means a person who is registered in the Register on the Record Date as the holder of one or more Scheme Shares.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of any class or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its "affiliate" or "associate" (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its "affiliate" or "associate" as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

  • Controlling Shareholders means controlling shareholders of the Company, as such term is defined in the Ordinance.

  • ² Shareholder means a person who owns shares in the company and is actively involved in the management of the company or business and exercises control over the company.

  • Acquiror has the meaning specified in the Preamble hereto.