IPO Transactions has the meaning set forth in the Recitals to this Agreement.
IPO Transactions is defined in the recitals hereto.
IPO Transactions means the IPO and the transactions described in the Registration Statement, including (i) the conversion of all of the membership interests in Holdings held by the owners of Holdings into a single class of common units in Holdings, the transfer by certain of such owners of their common units in Holdings to ProFrac PubCo in exchange for shares of Class A common stock of ProFrac PubCo, the Pubco Distribution, the issuance by ProFrac PubCo of shares of Class B common stock of ProFrac PubCo to certain of such owners and the contribution of the net proceeds of the IPO Transactions by ProFrac PubCo to Holdings and by Holdings to the Borrower, (ii) the use of the net proceeds from the IPO Transactions by the Borrower to invest in Cash Equivalents pending their application or use in accordance with the provisions hereof, and (iii) the execution, delivery and performance by Holdings of its obligations under the amended and restated Holdings LLC Agreement, the Tax Receivable Agreement and the Shared Services Agreement, in each case, subject to the terms of this Agreement.
Examples of IPO Transactions in a sentence
Applicants and their advisers are encouraged to contact the relevant staff of the Exchange’s IPO Transactions Department or, in the case of CIS listing applicants, the relevant staff of the Investment Products Department of the SFC if they envisage any difficulties in complying fully with the requirements described in this Joint Policy Statement.
Use of measures such as these, coupled with avail- able behavioral checklists as discussed above, can provide insight into children who may be “at-risk” for (C)APD, leading to recommendations for close monitoring of skills, enrichment activities designed to develop and augment auditory skills (see intervention section), and regular follow-up to determine the appropriate diagnosis as early as possible (see Baran, 2007).
SPACInsider, SPAC Statistics, SPAC IPO Transactions: Summary by Year (May 10, 2021).
The overall decrease was due to a decrease in consulting expenses of approximately $4.3 million related to the implementation of certain key strategic initiatives, including services related to pricing and yield management projects, as well as a decrease in payroll related expenses of approximately $3.2 million for the period from the Pre- IPO Transactions through December 31, 2013, during which the management entity was not consolidated with or by ESH REIT.
Mr. Liu served at Hong Kong Exchanges and Clearing Limited (a company listed on the Stock Exchange with stock code: 388) from June 2004 to October 2016, with his last position as assistant vice president in IPO Transactions, Listing & Regulatory Affairs Division.
More Definitions of IPO Transactions
IPO Transactions has the meaning set forth in the recitals.
IPO Transactions means the IPO and the transactions described in the Registration Statement, including (i) the conversion of all of the membership interests in Holdings held by the owners of Holdings into a single class of common units in Holdings, the transfer by certain of such owners of their common units in Holdings to ProFrac Holding Corp. in exchange for shares of Class A common stock of ProFrac Holding Corp. or cash, the issuance by ProFrac Holding Corp. of shares of Class B common stock of ProFrac Holding Corp. to certain of such owners and the direct or indirect contribution of the Net Equity Proceeds of the IPO Transactions by ProFrac Holding Corp. to Holdings and by Holdings to the Borrower, (ii) the use of the Net Equity Proceeds from the IPO Transactions by the Borrower to invest in Cash Equivalents pending their application for any purpose not prohibited hereunder, and (iii) the execution, delivery and performance by Holdings of its obligations under the amended and restated Holdings LLC Agreement, the Tax Receivable Agreement and the Shared Services Agreement, in each case, subject to the terms of this Agreement.
IPO Transactions means the following transactions, all of which shall be required to be consummated on a single Business Day (other than (x) the issuance of U.S. Borrower Common Stock pursuant to the underwriters’ over-allotment option as described in the Registration Statement dated as of August 14, 2009 of the U.S. Borrower, as amended (the “Registration Statement”), (y) the transactions set forth in clause (iii) below which may be consummated following such date and (z) any Debt Repayment contemplated by clause (ii) of the definition of “Debt Repayment” which may be consummated within 60 days of the consummation of the initial public offering contemplated by clause (v) below): (i) the contribution of certain Equity Interests of Westlake Wellbeing Company by Holdings to the U.S. Borrower, (ii) the IPO Merger, (iii) the distribution of the Distributed Assets to the holders of U.S. Borrower Common Stock who were holders of such stock immediately following the IPO Merger, (iv) the amendment of the certificate of incorporation of the U.S. Borrower in the form attached as Exhibit 3.1(ii) to the Registration Statement, (v) the issuance and sale of U.S. Borrower Common Stock to the Underwriters (as defined in the underwriting agreement attached to the Registration Statement) in an initial public offering pursuant to a primary offering of such shares registered under the Securities Act and (vi) the application of the net cash proceeds from the issuance and sale of U.S. Borrower Common Stock received by the U.S. Borrower pursuant to the initial public offering (after payment of fees and expenses) to consummate the Debt Repayment; provided that after giving effect to the IPO Transactions, (x) the U.S. Borrower’s shareholders’ equity would be greater than the U.S. Borrower’s shareholders’ equity immediately prior to the IPO Transactions and (y) the U.S. Borrower and its Subsidiaries shall not have any Indebtedness for borrowed money that was, prior to giving effect to the IPO Transactions, Indebtedness of Holdings and its Subsidiaries (other than the U.S. Borrower and its Subsidiaries). As the context re- quires, all references in this Agreement and the other Credit Documents to (i) “Intermediate Holdco” after the merger of Intermediate Holdco into Holdings (which occurred in May 2009), shall be references to Holdings and (ii) to “Holdings” after the IPO Merger, shall be references to the U.S. Borrower.
IPO Transactions means the transactions contemplated by that certain Agreement and Plan of Merger, dated as of March 2, 2021, by and among Capitol Investment Corp. V, Capitol V Merger Sub, Inc. and Doma Holdings, Inc.) (as amended from time to time).
IPO Transactions means, collectively, (i) the contribution (the “Contribution”) by Guild Investors, LLC, a Delaware limited liability company, of 100% of the issued and outstanding equity interests of Guild Mortgage Company, a California corporation, to the Company, (ii) the conversion (the “Conversion”) of Guild Mortgage Company, a California corporation, from a California corporation to Guild Mortgage Company, LLC, a California limited liability company, (iii) the dissolution of Guild Investors, LLC, a Delaware limited liability company, and (iv) the sale of common stock of the Company to public investors.”
IPO Transactions means, collectively, (i) the contribution (the “Contribution”) by Guild Investors, LLC, a Delaware limited liability company, of 100% of the issued and outstanding equity interests of GMC to the New Parent Company, (ii) the conversion (the “Conversion”) of GMC from a California corporation to Guild Mortgage Company, LLC, a California limited liability company, (iii) the dissolution of Guild Investors, LLC, a Delaware limited liability company, and (iv) the sale of common stock of the New Parent Company to public investors.”
IPO Transactions means the following: (a) the consummation of the IPO; (b) the consummation of the IPO Date Distribution; (c) the issuance by the Borrower of certain incentive distribution rights to the General Partner; (d) the repayment in full and termination of the Contributed Business Intercompany Notes; (e) the merger of Enviva Cottondale Acquisition II, LLC into the Borrower and the contribution by the Borrower of all outstanding Equity Interests in the Contributed Business to Enviva, LP; and (f) payment of all fees and expenses incurred in connection with the foregoing.