Subsequent Offering. The exercise or non-exercise of the Tag Along Rights by LLCP with respect to any sale or transfer shall not affect adversely the right of LLCP to exercise the Tag Along Rights with respect to any subsequent sale or transfer.
Subsequent Offering. Notwithstanding anything in Section 1 or 2 above to the contrary, Stockholder may sell Shares in a registered public offering (a "Subsequent Offering") of the Company's Common Stock which is effected for the benefit of the Company after the closing of the Offering; provided that the total number of Shares that Stockholder may sell in a Subsequent Offering shall not exceed fifteen percent (15%) of the Shares beneficially owned by Stockholder on the effective date of the Subsequent Offering.
Subsequent Offering. The parties agree that, subsequent to the Closing, the Company shall offer the right to participate in a financing on substantially the same terms as those contained herein with an aggregate additional amount up to $4,442,600 as may be appropriate or necessary for the Company to comply with any contractual preemptive rights binding the Company (the “Subsequent Offering”). The parties agree that, prior to the closing of the Subsequent Offering, this Agreement, the Note (provided that the dollar amount thereof will not be reduced), the Warrant and all other documents contemplated hereby shall be amended pursuant to modifications drafted by counsel to the Lender (subject to the Company’s approval) to account for and accommodate any other lenders participating in the Subsequent Offering and to provide that the lender(s) of a majority of the total consideration paid in the offering contemplated hereby and the Subsequent Offering shall control all elections hereunder and thereunder (including without limitation the conversion of the promissory notes and exercise of the warrants, but excluding individual holder’s rights to elect into which class of the Company’s preferred stock a note or warrant will be converted or exercised and excluding the respective rights of holders in respect of the underlying preferred stock, once outstanding, which shall be governed by the Company’s Amended and Restated Certificate of Incorporation, as amended, and such contractual obligations undertaken by such holders, if any). The parties agree that the closing of the Subsequent Offering will take place no later than March 15, 2004. If such offering does not close by such date, this Agreement, the Note, the Warrant and any other documents contemplated hereby shall continue in effect and no subsequent modifications shall be made thereto.
Subsequent Offering. The Board of Directors intends to conduct a subsequent offering (the “Subsequent Offering”) of new Shares at the same subscription price as in the Private Placement following completion of the Private Placement and approval of the Prospectus (as defined in Exhibit 1). In the Subsequent Offering, shareholders in the Company as of the end of trading on 8 March 2019, as registered in the VPS as of the end of 12 March 2019 who were not allocated shares in the Private Placement, and who are not resident in a jurisdiction where such offering would be unlawful or, for jurisdictions other than Norway, would require any prospectus, filing, registration or similar action, will be granted non-transferable subscription rights to subscribe for, and be allocated, new Shares. Hence, the existing Shares in the Company will trade exclusive of the right to receive subscription rights in the Subsequent Offering from and including 11 March 2019. The Board of Directors may at its discretion decide not to proceed with the Subsequent Offering. SPECIFICATION OF APPLICATION Applicant’s VPS account (1): Total amount applied for in NOK (Application Amount) (2): For the use by the Managers No. of shares requested(2): Price per share (Offer Price): NOK 31.80
Subsequent Offering. The Applicant further acknowledges that subject to completion of the Private Placement and the prevailing market price of the Company’s shares, the Company intends to carry out a subsequent offering of new shares in the Company (the “Subsequent Offering”). The Subsequent Offering will, on the basis of a prospectus to be approved by the Norwegian Financial Supervisory Authority, unless otherwise being communicated in the market, be directed towards shareholders who (i) are shareholders in the Company as of 22 May 2019, as registered as shareholders in the Company's register of shareholders with the VPS as of 24 May 2019, (ii) are not allocated shares in the Private Placement, and (iii) are not resident in a jurisdiction where such offering would be unlawful or, for jurisdictions other than Norway, would require any prospectus, filing, registration or similar action (the “Eligible Shareholders”). The Eligible Shareholders will be granted non-tradable subscription rights. The subscription period in the Subsequent Offering is expected to commence following publication of the prospectus. The Offer Shares delivered to the subscribers will be exclusive of subscription rights, as such rights will vest in the beneficial owners of such shares under the Share Lending Agreement. The subscription price in the Subsequent Offering will be the same as in the Private Placement. The Applicant acknowledges that should it be allocated Offer Shares, it will not be given the right to participate in the Subsequent Offering. Information / risks / representations and warranties: By making an Application, the Applicant:
Subsequent Offering. Notwithstanding the provisions of Section 5.01, no Stockholder will have any rights under Section 5.01 with respect to Acquiror's first three Public Offerings of equity securities after the Merger (the "Subsequent Offering") unless the Stockholder beneficially owns at least 30 percent of the Shares and the proposed sale would cause the Stockholder to beneficially own less than 30 percent of the Shares (after giving effect to the proposed sale of securities). If the Subsequent Offering would so cause a Stockholder to beneficially own less than 30 percent of the Shares, the Acquiror will offer in accordance with Section 5.01 to each Stockholder the option to purchase in the proposed sale the Stockholder's Proportionate Amount of the securities. For purposes of this Section 5.02, the term "Proportionate Amount" for any Stockholder means the amount of securities, that when added to the number of securities then beneficially owned by that Stockholder, equals 30 percent of the Shares.
Subsequent Offering. (a) From the date hereof until the date that is the nine (9) months of the Closing Date, without the consent of the Purchasers that received at least fifty-one (51%) percent of Common Stock or Common Stock underlying the Securities being issued hereunder, neither the Company nor any subsidiary shall issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of Common Stock or Common Stock Equivalents, or file any registration statement covering the issuance or resale of any shares of Common Stock or Common Stock Equivalents at an effective price per share of Common Stock less than $0.02 (subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement).
Subsequent Offering. Should the Management Committee decide that additional capital is required over and above that amount generated by the Initial Private Placement Offering contemplated by the Company, the Company may engage in a Subsequent Offering for the purpose of generating needed capital. If such proposed Subsequent Offering will have the effect of diluting the Financial Interest of any Class "B" Member, it shall be a condition precedent to any such offering that same be approved by a Majority-in-Interest Consent of the Class "B" Members as based upon their Initial Capital Contribution as adjusted by the rules established in Section 7.02. In the further event that a Majority-in-Interest Consent by the Class "B" Members cannot be obtained, then the Class "A" Members shall have the option of securing additional capital from a Subsequent Offering only to the degree that the Class "A" Members agree by Majority-in-Interest Consent to reduce their respective Financial Interests in the Company such that the Financial Interests of the Class "B" Members remain unchanged. Class "C" Members shall have no right to vote to approve any Subsequent Offering. Example: Assume the Company decided to render a Subsequent Offering to raise $100,000 in money in capital. If less than a majority of the Class "B" Members approve the Subsequent Offering, the Class "A" Members may agree by Majority-in-Interest Consent to the reduction of their capital interests in the Company up to $100,000 to allow new Members into the Company. In that event, the existing percentage ownership and Sharing Ratio by the Class "B" Members in the Company will not be affected by the Subsequent Offering, and the existing percentage ownership and Sharing Ratio by the Class "C" Members in the Company will be reduced accordingly.
Subsequent Offering. The parties agree that, subsequent to the Closing, the Company shall offer the right to participate in a financing on substantially the same terms as those contained herein with an aggregate additional amount up to Three Hundred Thirty Two Thousand, Nine Hundred Forty Five Dollars 12/100 ($332,945.12) as may be appropriate or necessary for the Company to comply with any contractual preemptive rights binding the Company (the “Subsequent Offering”). The parties agree that, prior to the closing of the Subsequent Offering, this Agreement, the Note (provided that the dollar amount thereof will not be reduced), the Warrant and all other documents contemplated hereby may be amended or supplemented by separate agreements drafted by counsel to the Lender (subject to the Company’s approval) to account for and accommodate any other lenders participating in the Subsequent Offering. The parties agree that the closing of the Subsequent Offering will take place no later than January 16, 2006. If such offering does not close by such date, this Agreement, the Note, the Warrant and any other documents contemplated hereby shall continue in effect and, except as provided in the following sentence, no subsequent modifications shall be made thereto.
Subsequent Offering. If such registration is a subsequent Company-initiated registered offering of the Company’s securities to the general public, the Company may limit, to the extent so advised by the underwriters, the amount of securities to be included in the registration by the Company’s Stockholders (including the Holders); provided, that (i) first, the securities the Company proposed to sell shall be included, (ii) second, Registrable Securities requested to be included in the registration shall be included, pro rata among the Holders of such Registrable Securities on the basis of the number of shares each such Holder requested to be included in the registration and (iii) third, Other Shares, pro rata among the holders of such Other Shares on the basis of the number of Other Shares each such holder requested to be included in the registration; provided, that, the Holders shall be entitled to register at least twenty-five percent (25%) of the securities to be included in any such registration.
