Reset Shares definition

Reset Shares. 1.7(a) "SCA" 3.4 "Special Committee" 2.4 "Transaction Documents" 2.4 "Trefoil" Preamble * * * *
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Reset Shares means Three Month Reset Shares, Six Month Reset Shares, and Call Reset Shares, as the case may be.
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Reset Shares has the meaning set forth in Section 7.12.
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Examples of Reset Shares in a sentence

  • This Agreement supersedes all prior agreements and understandings between the parties with respect to the acceleration of the purchase of Class A Preferred Shares, the exchange of Class A Preferred Shares for Class B Preferred Shares and the issuance of the Reset Shares.

  • The number of Three Month Reset Shares and Six Month Reset Shares that the Company may be obligated to issue on either the Three Month Reset Date or the Six Month Reset Date may increase substantially in certain circumstances, including the circumstance in which the trading price of the Common Stock declines.

  • If the number of Reset Shares so computed is negative, Escrow Shares held in escrow on such Reset Date equal to the number (taken as a positive number) of such Reset Shares (or such lesser number of Escrow Shares then held) shall be released from escrow to the Company.

  • The Reset Shares have been duly and validly authorized and, when issued pursuant to this Agreement, will be validly issued, fully paid and nonassessable, and shall be free and clear of all encumbrances and restrictions (other than those created by the Investors), except for restrictions on transfer set forth in the Transaction Documents or imposed by applicable securities laws.

  • On or before the third (3rd) Business Day following the date that is ten (10) Trading Days after the Call Date, the Company shall deliver to the Escrow Agent a certificate or certificates (in denominations as instructed by Subscriber) representing the Call Reset Shares registered in the name of Subscriber or its nominee (as instructed by Subscriber).

  • The Reset Shares, if any, issued by the Company Pursuant to Section 2.3, shall be issued to each Purchaser pro rata according to the percentage of the Purchase Price paid by each Purchaser.

  • Unless otherwise permitted by Nasdaq, in no event shall the aggregate number of Initial Tranche Shares, Three Month Reset Shares, Six Month Reset Shares and any Call Shares exceed the maximum number of shares of Common Stock (the "Cap Amount") that the Company can, without shareholder approval, so issue pursuant to Nasdaq Rule 4460(i)(1)(d)(ii) (or any other applicable Nasdaq Rules or any successor rule) (the "Nasdaq 20% Rule").

  • The Company shall have at all times authorized and reserved for issuance, free from preemptive rights, shares of Common Stock sufficient to yield the number of shares of Common Stock issuable as may be required to issue the Reset Shares.

  • In connection with the Company’s solicitation of the approval by its shareholders of the transactions contemplated by the FSA Purchase Agreement, the Company will include a proposal (the “Proposal”) to obtain the approvals necessary under the rules of the NYSE to permit the issuance of the FSA Subsequent Shares and any Reset Shares or Pre-Emptive Shares related thereto or issuable hereunder (the “FSA Shareholder Approval”).

  • If the Company applies to have its Common Stock or other securities traded on any other principal stock exchange or market, it shall include in such application the Conversion Shares, the Warrant Shares, the Reset Shares, if any, and the Reset Warrant Shares, if any, and will take such other action as is necessary to cause such Common Stock to be so listed.


More Definitions of Reset Shares

Reset Shares shall have the meaning ascribed to such term in Section 5.2.
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Reset Shares means either (i) additional shares of Common Stock issuable by the Company to the Buyer or (ii) Escrow Shares due to the Company out of escrow, in each case in accordance with Section 4.
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Reset Shares shall have the meaning set forth in the Certificate of Designation.
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Reset Shares means shares of Common Stock that are part of a Reset Unit or are issued or issuable unon exercise of a Reset Warrant, where "Reset Units" shall mean any Units issued or issuable upon exercise of the Class II Warrant and "Reset Warrants" shall mean any Class I Warrants that are part of a Reset Unit.
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Related to Reset Shares

  • Net Shares means the number of shares of Common Stock which will be deposited in a brokerage account in the Grantee’s name at the Company’s designated broker after shares have been withheld to satisfy applicable tax and withholding requirements upon vesting of the Restricted Stock Units.

  • Buyer Stock means the common stock, par value $0.001 per share, of Buyer.

  • Payment Shares has the meaning set forth in Section 2.02;

  • Put Shares means shares of Common Stock that are purchased by the Investor pursuant to a Put.

  • Target Shares means common shares in the capital of Target, as currently constituted;

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

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Settlement Shares With respect to any Settlement Date, a number of Shares, not to exceed the Base Amount, designated as such by Party B in the related Settlement Notice or by Party A pursuant to “Termination Settlement” below; provided that on the Maturity Date the number of Settlement Shares shall be equal to the Base Amount on such date.

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Acquired Shares has the meaning set forth in the Recitals.

  • Unit Shares means the Common Shares comprising part of the Units;

  • Holdco Shares means the ordinary shares of HoldCo with a par value of US$0.0001 per share.

  • Adjustment Shares shall have the meaning set forth in Section 11(a)(ii) hereof.

  • Exercise Shares means shares of the Company’s Common Stock issuable upon exercise of this Warrant, as appropriate.

  • Per Share Purchase Price equals $1.00, 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.

  • Purchased Shares has the meaning set forth in Section 2.01.

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Dividend Shares means the shares of Common Stock issuable in payment of dividends payable on the Preferred Shares in accordance with the terms of the Certificate of Designation.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Net Share Amount has the meaning set forth in Section 3.03(c).

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Redemption Shares has the meaning set forth in Section 6.2(a). “Reviewed Year” has the meaning ascribed to said phrase under Section 6225(d)(1) of the Code.