BlackRock Share Repurchases Sample Clauses

BlackRock Share Repurchases. If BlackRock engages in any share repurchase program or self-tender that has the effect of causing Xxxxxxx Xxxxx’x Beneficial Ownership of BlackRock Capital Stock to exceed its Voting Ownership Cap or Total Ownership Cap, subject to any restrictions in the Exchange Act, (a) in the event the Voting Ownership Cap is exceeded, BlackRock and Xxxxxxx Xxxxx shall each have the right, to cause the other to exchange a number of shares of BlackRock Common Stock for Series B Preferred Stock so that the amount of Voting Securities Beneficially Owned by Xxxxxxx Xxxxx and its Affiliates, following such exchange, shall be reduced to an amount representing not greater than the Voting Ownership Cap; and (b) in the event the Total Ownership Cap is exceeded, BlackRock and Xxxxxxx Xxxxx shall each have the right to make a written notice to the other to require BlackRock to purchase, and Xxxxxxx Xxxxx to sell, such number of shares of BlackRock Capital Stock as shall cause Xxxxxxx Xxxxx’x Beneficial Ownership of BlackRock Capital Stock not to exceed the Total Ownership Cap. Notwithstanding anything in this Section 2.4 to the contrary, Xxxxxxx Xxxxx shall not be obligated to sell any shares of BlackRock Capital Stock pursuant to this Section 2.4 if such sale is capable of being exempted under Rule 16b-3 under the Exchange Act (or any successor rule), until BlackRock has taken all necessary action to exempt such sale thereunder.
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BlackRock Share Repurchases. If BlackRock engages in any share repurchase program or self-tender that has the effect of causing Xxxxxxx Xxxxx’x Beneficial Ownership of BlackRock Capital Stock to exceed its Voting Ownership Cap or Total Ownership Cap, subject to any restrictions in the Exchange Act, Xxxxxxx Xxxxx shall, at the request of BlackRock, promptly sell such number of shares of BlackRock Capital Stock to BlackRock as shall cause its Beneficial Ownership of BlackRock Capital Stock not to exceed its Voting Ownership Cap or Total Ownership Cap.
BlackRock Share Repurchases. If BlackRock engages in any share repurchase program or self-tender that has the effect of causing the Beneficial Ownership of BlackRock Capital Stock by PNC and its Affiliates to exceed its Voting Ownership Cap or Total Ownership Cap, subject to any restrictions in the Exchange Act, PNC shall, at the request of BlackRock, promptly sell such number of shares of BlackRock Capital Stock to BlackRock as shall cause the Beneficial Ownership of BlackRock Capital Stock by PNC and its Affiliates not to exceed its Voting Ownership Cap or Total Ownership Cap; provided, that PNC shall be permitted to Beneficially Own not more than 49.9 percent of the Total Voting Power of the Voting Securities of BlackRock issued and outstanding if such increased Beneficial Ownership by PNC is solely due to share repurchases or self-tenders by BlackRock.

Related to BlackRock Share Repurchases

  • Stock Repurchase 30 2.37 Disclosure.................................................. 30 2.38

  • Stock Repurchases If a Default or Event of Default exists and is continuing or would be caused thereby, the Borrower shall not make any payment (whether in cash, securities or other Property), including any sinking fund or similar deposit, for the purchase, redemption, retirement, defeasance, acquisition, cancellation or termination of any of its Capital Stock or any option, warrant or other right to acquire any such Capital Stock other than the repurchase of warrants or stock in an aggregate amount not to exceed $100,000,000 during the term of this Agreement.

  • Acquisition Shares The Acquisition Shares when delivered to the Vendor shall be validly issued and outstanding as fully paid and non-assessable shares, subject to the provisions of this Agreement, and the Acquisition Shares shall be transferable upon the books of the Purchaser, in all cases subject to the provisions and restrictions of all applicable securities laws. Non-Merger and Survival

  • Parent Shares All of the Parent Shares issuable in accordance with this Agreement will be, when so issued, duly authorized, validly issued, fully paid and non-assessable and free and clear of any liens (other than those created under federal and state securities laws or the Voting Agreement) and not subject to preemptive or other similar rights of the stockholders of Parent.

  • Dividends and share redemption (a) Except as permitted under paragraph (b) below, the Company shall not (and will ensure that no other member of the Group will):

  • After-Acquired Shares All of the provisions of this Agreement shall apply to all of the shares of capital stock of Company now owned or which may be issued to or acquired by a Stockholder in consequence of any additional issuance (including, without limitation, by exercise of an option or any warrant), purchase, exchange, conversion or reclassification of stock, corporate reorganization, or any other form of recapitalization, consolidation, merger, stock split or stock dividend, or which are acquired by a Stockholder in any other manner.

  • Sale and Repurchase of Shares (a) Distributor will have the right, as agent for the Trust, to enter into dealer agreements with responsible investment dealers, and to sell Shares to such investment dealers against orders therefor at the public offering price (as defined in subparagraph 2(d) hereof) stated in the Trust's effective Registration Statement on Form N-1A under the Act and the Securities Act of 1933, as amended, including the then current prospectus and statement of additional information (the "Registration Statement"). Upon receipt of an order to purchase Shares from a dealer with whom Distributor has a dealer agreement, Distributor will promptly cause such order to be filled by the Trust. All dealer agreements shall be in such form as has been approved by the Trust.

  • Issuance and Repurchase of Shares The Trustees shall have the power to issue, sell, repurchase, redeem, retire, cancel, acquire, hold, resell, reissue, dispose of, transfer, and otherwise deal in, Shares, including Shares in fractional denominations, and, subject to the more detailed provisions set forth in Articles VIII and IX, to apply to any such repurchase, redemption, retirement, cancellation or acquisition of Shares any funds or property whether capital or surplus or otherwise, to the full extent now or hereafter permitted corporations formed under the Delaware General Corporation Law.

  • Acquired Shares Any Shares or other voting securities of the Bank with respect to which beneficial ownership is acquired by Shareholder or its affiliates, including, without limitation, by purchase, as a result of a stock dividend, stock split, recapitalization, combination, reclassification, exchange or change of such Shares or upon exercise or conversion of any securities of the Bank, if any, after the date hereof shall automatically become subject to the terms of this Agreement.

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