Sterling Shares definition

Sterling Shares means the Class A GBP Non-distributing Shares, Class A GBP Distributing Shares, Class D1 GBP Non-distributing Shares, Class D1 GBP Distributing Shares, Class D2 GBP Non-distributing Shares, Class D2 GBP Distributing Shares, Class Q GBP Non-distributing Shares, Class Q GBP Distributing Shares, Class S GBP Non-distributing Shares, Class S GBP Distributing Shares, Class MS GBP Non-distributing Shares, Class MS GBP Distributing Shares, Class MS2 GBP Non-distributing Shares, Class MS2 GBP Distributing Shares, Class ES GBP Non-distributing Shares and/or Class ES GBP Distributing Shares;
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Sterling Shares. ’ means redeemable participating preference shares of no par value in the capital of the Company designated as Sterling Shares;
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Sterling Shares means the Shares in the Company denominated in Sterling;
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Examples of Sterling Shares in a sentence

  • Deferred Sterling Shares shall be issued without voting rights attached to them.

  • Deferred Sterling Shares: Deferred Sterling Shares shall be denominated in British Pounds Sterling with a nominal value of GBP£1.

  • Deferred Sterling Shares do not have any right to participate in any distribution on a winding up of the Company save that after the return of the nominal value paid up or credited as paid up on every ordinary share in the capital of the Company and the distribution of £100,000,000 to each holder thereof, each Deferred Sterling Shares shall be entitled to £1.

  • Subject to the terms and conditions contained in this Agreement, on the Closing (defined below), the Stockholders shall sell, assign, transfer and deliver to TGLN certificated representing the Sterling Shares.

  • The Stockholders own the number of Sterling Shares set forth above.

  • TGLN is acquiring the Sterling Shares for its own account for investment and not with a view to, or for sale in connection with, any public distribution thereof in violation of the Securities Act.

  • All necessary corporate proceedings or other similar actions by the Sterling and the Stockholders have been duly taken to authorize the execution, delivery, and performance of this Agreement and to authorize the sale of the Sterling Shares by the Stockholders.

  • TGLN has not entered into any other agreement, other than this Agreement with the Stockholders, with respect to the acquisition of Sterling Shares by TGLN.

  • TGLN understands that it must bear the economic risk of its investment in Sterling for an indefinite period of time, and the Sterling Shares being purchased from the Stockholders cannot be sold unless registered under the Securities Act and qualified under state securities laws, unless an exemption from such registration and qualification is available.

  • The Stockholders have all requisite power and authority to execute, deliver, and perform this Agreement and to sell to TGLN the Sterling Shares to be sold by the Stockholders pursuant hereto.


More Definitions of Sterling Shares

Sterling Shares means Ordinary Shares classified by the Board as "Sterling
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Sterling Shares has the meaning set forth in the recitals to this Agreement.
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Sterling Shares means the shares of Sterling Common Stock received as Aggregate Consolidation Consideration by, and owned by, the Humble stockholders.
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Sterling Shares means, as of any time, the Common Shares then held by Sterling and its Affiliates, plus any Equity Securities issued to Sterling pursuant to this Section 5(i).
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Related to Sterling Shares

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

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

  • Pubco Shares means fully paid and non-assessable common shares of Pubco to be issued to the Selling Shareholders by Pubco upon Closing on the basis of 1 Pubco Share for 5.4935 Priveco Shares;

  • Subco Shares means the common shares in the capital of Subco;

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

  • Qualifying Shares means shares of Common Stock which either (i) have been owned by the Grantee for more than six (6) months and have been “paid for” within the meaning of Rule 144 promulgated under the Securities Act, or (ii) were obtained by the Grantee in the public market.

  • Private Placement Warrants shall have the meaning given in the Recitals hereto.

  • Reference Shares means, in respect of the exercise of Conversion Rights by a Bondholder, the number of Shares (rounded down, if necessary, to the nearest whole number of Shares) determined in good faith by the Calculation Agent by dividing the aggregate principal amount of the Bonds being the subject of the relevant exercise of Conversion Rights by the Conversion Price in effect on the relevant Conversion Date, except that where the Conversion Date falls on or after the date an adjustment to the Conversion Price takes effect pursuant to Sections 5.4(a)(i), (ii), (iv), (v), (vi), (viii), (ix) or (x) in circumstances where the relevant Delivery Date falls on or prior to the record date or other due date for establishment of entitlement in respect of the relevant event giving rise to such adjustment, then the Conversion Price in respect of such exercise shall be such Conversion Price as would have been applicable to such exercise had no such adjustment been made.

  • Placement Agent Warrants shall have the meaning set forth in the Subscription Agreement.

  • Amalco Shares means common shares in the capital of Amalco;

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Purchaser Shares means the common shares in the capital of the Purchaser.

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

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

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

  • A Ordinary Shares means the A ordinary shares of £0.01 each in the capital of the Company;

  • Parent Warrants means the outstanding warrants to purchase Parent Common Stock.

  • Placement Warrants shall have the meaning given in the Recitals hereto.

  • Class B Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Private Placement Shares shall have the meaning given in the Recitals hereto.

  • Initial Shares means a number of Registrable Securities equal to the lesser of (i) the total number of Registrable Securities and (ii) one-third of the number of issued and outstanding shares of Common Stock that are held by non-affiliates of the Company on the day immediately prior to the filing date of the Initial Registration Statement.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Additional Registration Statement.

  • Offering Shares means the Class A Shares sold in the Offering, whether such Class A Shares were purchased in the Offering or in the secondary market following the Offering and whether or not such holders are affiliates of the Sponsor.