Series A Shareholder Approval definition

Series A Shareholder Approval means the approval by the stockholders of the Corporation, in accordance with the General Corporation Law of the State of Delaware and in accordance with and in satisfaction of Paragraph 312.00 of the NYSE's Listed Company Manual and the related NYSE Rules and interpretations of (i) the issuance of Common Stock in respect of accrued and unpaid dividends on the Series A Preferred Stock (including upon the conversion or exchange thereof), (ii) the issuance of the Option Shares upon the exercise of the Option and (iii) the issuance of Common Stock upon the conversion or exchange of the Option Shares, in each case in accordance with the terms hereof and the Investment Agreement.
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Series A Shareholder Approval shall have the meaning set forth in Section 5.08(b).
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Series A Shareholder Approval means the approval by the stockholders of the Corporation, in accordance with the General Corporation Law of the State of Delaware and in accordance with and in satisfaction of Paragraph 312.00 of the NYSE's Listed Company Manual and the related NYSE Rules and interpretations of
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Examples of Series A Shareholder Approval in a sentence

  • After giving effect to the Series A Shareholder Approval, each of the Transaction Documents, the performance by the Company of its obligations thereunder, and the consummation by the Company of the transactions contemplated thereby will have been duly authorized by all requisite corporate action on the part of the Company and the Company Board.

  • Without limiting the generality of the foregoing, except for the Series A Shareholder Approval, no approval by the shareholders of the Company is required in connection with the Transaction Documents, the performance by the Company of its obligations thereunder, or the consummation by the Company of the transactions contemplated thereby.

  • In the event that the Series A Shareholder Approval is not duly obtained at the first meeting of the stockholders of the Company held after the execution of this Agreement, the Company shall pay the Investor the Option Carry Fee.

  • AMNH undertakes to share fairly and equitably any benefits arising from such commercialization.


More Definitions of Series A Shareholder Approval

Series A Shareholder Approval means any necessary approval by the stockholders of the Company relating to the issuance of the Series A Preferred Stock or the issuance of Conversion Shares upon conversion of the Series A Preferred Stock in an amount in excess of 19.9% of the outstanding shares of Common Stock as of the Closing Date.
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Series A Shareholder Approval means the approval, whether given in writing or at a meeting of shareholders, representing the approval of a simple majority of the number of Series A Preferred Shares held by the Series A Shareholders or as otherwise required by the CBCA (it being understood that for the purposes of this test, all shares held by Aspreva Funding shall be deemed held by the Series A Investors (who shall be entitled to give approval with respect thereto) in proportion to their respective proportionate equity interests in Aspreva Funding);
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Series A Shareholder Approval means the approval, whether given in writing or at a meeting of shareholders, representing the approval of a simple majority of the number of Series A Preferred Shares held by the Series A Shareholders or as otherwise required by the CBCA (it being understood that for the purposes of this test, all shares held by Aspreva Funding shall be deemed held by the Series A Investors (who shall be entitled to give approval with respect thereto) in proportion to their respective proportionate equity interests in Aspreva Funding);
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Related to Series A Shareholder Approval

  • Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Shareholder Approval Date means the date on which this Plan is approved shareholders of the Company eligible to vote in the election of directors, by a vote sufficient to meet the requirements of Code Sections 162(m) (if applicable) and 422, Rule 16b-3 under the Exchange Act (if applicable), applicable requirements under the rules of any stock exchange or automated quotation system on which the Shares may be listed on quoted, and other laws, regulations and obligations of the Company applicable to the Plan.

  • Requisite Shareholder Approval shall have the meaning set forth in Section 4.3(a).

  • Stockholder Approval has the meaning set forth in Section 4.5.

  • Requisite Stockholder Approval means the affirmative vote of the holders of a majority of that company’s issued and outstanding shares entitled to vote on the Merger actually voting in favor of this Agreement and the Merger.

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Parent Stockholder Approval has the meaning set forth in Section 5.2.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Shareholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the shareholders of the Company with respect to the transactions contemplated by the Transaction Documents, including the issuance of all of the Shares and Warrant Shares in excess of 19.99% of the issued and outstanding Common Stock on the Closing Date.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Series A Shares means shares of Series A Convertible Preferred Stock, par value $0.001 per share, of the Company.

  • Company Shareholder Meeting has the meaning set forth in Section 5.13(b).

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series A Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately from the Closing Date and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

  • Series B Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, of the Company.

  • Series A Stock means the Company's Series A Convertible Redeemable Preferred Stock, par value $.005 per share.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series A-1 Preferred Stock means shares of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share.