Unaffiliated Holders definition

Unaffiliated Holders means holders of Partnership Common Units other than Contributor and its Affiliates.
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Unaffiliated Holders means the holders of issued and outstanding shares of Company Common Stock, excluding shares of Company Common Stock beneficially owned by (1) the LJE Parties, (2) the ultimate parent entity of any purchaser party to any Superior Transaction, or its Affiliates or (3) any officers or directors of the Company or their Affiliates.
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Unaffiliated Holders means the holders of Notes, other than those held or owned, beneficially or of record, by the Shareholder or any Shareholder Affiliates.
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Examples of Unaffiliated Holders in a sentence

  • This was misleading because Defendants did not believe the Merger was fair or in the best interests of the Unaffiliated Holders.

  • During the Class Period, these Defendants (and Merger Sub, now E-House), engaged in a fraudulent scheme to deprive Unaffiliated Holders of the fair value of their E- House ADS.

  • This also resulted in E-House purchasing all the ADS held by the Unaffiliated Holders, which also meant that Holdco and the Consortium Defendants were purchasers of those ADS, through their agents.

  • The requirement to plead reliance in this case is relaxed because the votes of Unaffiliated Holders were required to close the transaction, and the proxies containing false and misleading statements and omissions were essential links in the completion of the Merger.

  • Influenced by this false information, the Unaffiliated Holders voted in favor of the Merger, which subsequently closed and became effective on August 12, 2016.

  • Pervious materials that are fully accessible should be investigated as options for paving material.

  • If a team is eligible to participate in Provincials, they must submit a list of players eligible for competition, and have played 50% of regular scheduled league games after registration.

  • The Buyer Group did not find it practicable to assign, and did not assign, relative weights to the individual factors considered in reaching its conclusion as to the fairness of the Merger to the Unaffiliated Holders.

  • The increase in debt for the Company following the completion of the merger reflects the borrowing of $800 million under a senior secured credit facility as part of the financing by the buyer group of the funds necessary to complete the merger and the related transactions at the time of closing of the merger, including for the payment of the merger consideration to the Unaffiliated Holders.

  • This omitted data showed that Shanda continued to project growth into the year 2020, which was yet another material and positive piece of information that Defendants hid from the Unaffiliated Holders and that would have alerted investors that the deal price was false and misleading.


More Definitions of Unaffiliated Holders

Unaffiliated Holders means Holders other than Affiliated Holders.
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Unaffiliated Holders means any holder of Company Shares (including Company Shares represented by ADSs), other than the holders of the Founder Securities and any other holders of Company Shares which will provide financing to, or hold securities of, one or more members of the Parent Parties prior to, at or after the Closing.
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Unaffiliated Holders means holders of Company voting securities that are not: (i) an affiliate of Mxxxxxx; (ii) a person or entity that directly or indirectly, through one or more intermediaries, controls or is under common control with Mxxxxxx or (iii) a family member of Mxxxxxx, where “family member” means any spouse, ex-spouse, parent, step-parent, grandparent, child, step-child, grandchild, sibling, aunt, uncle, cousin, niece, nephew, father-in-law, mother-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships. For the avoidance of doubt, but solely for purposes of this Voting Trust Agreement, it is acknowledged by the Beneficiaries that each of SCE, SkyUK, SkyLLC and GSW, as well as Sky Capital Holdings, Inc., are currently affiliates of Mxxxxxx. It is expressly acknowledged by the parties hereto that no voting rights shall pass to any Beneficiary by or under the Voting Trust Certificates or to any transferee or registered holder thereof. For purposes hereof, the Voting Trustee may assume that any and all shares of Company voting stock not held by the Voting Trustee under this Agreement or any other agreement that purports to restrict the voting rights of the Shares are held by Unaffiliated Holders.
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Unaffiliated Holders means the Holders not listed on SCHEDULE A attached hereto (or each individually as appropriate), including their successors and permitted assigns and transferees.
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Unaffiliated Holders means the Convertible Holders other than New Mountain and the Existing Stockholders.
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Related to Unaffiliated Holders

  • Permitted Holders means, at any time, each of (i) the Sponsors, (ii) the Management Group, (iii) any Person that has no material assets other than the Capital Stock of the Issuer and, directly or indirectly, holds or acquires 100% of the total voting power of the Voting Stock of the Issuer, and of which no other Person or group (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Exchange Act, or any successor provision), other than any of the other Permitted Holders specified in clauses (i) and (ii) above, holds more than 50% of the total voting power of the Voting Stock thereof and (iv) any group (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Exchange Act, or any successor provision) the members of which include any of the Permitted Holders specified in clauses (i) and (ii) above and that, directly or indirectly, hold or acquire beneficial ownership of the Voting Stock of the Issuer (a “Permitted Holder Group”), so long as (1) each member of the Permitted Holder Group has voting rights proportional to the percentage of ownership interests held or acquired by such member and (2) no Person or other “group” (other than the Permitted Holders specified in clauses (i) and (ii) above) beneficially owns more than 50% on a fully diluted basis of the Voting Stock held by the Permitted Holder Group. Any Person or group whose acquisition of beneficial ownership constitutes a Change of Control in respect of which a Change of Control Offer is made in accordance with the requirements of this Indenture will thereafter, together with its Affiliates, constitute an additional Permitted Holder.

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Existing Holders shall have the meaning given in the Preamble.

  • Majority Participating Holders means Participating Holders holding more than 50% of the Registrable Securities proposed to be included in any offering of Registrable Securities by such Participating Holders pursuant to Section 2.1 or Section 2.2.

  • Participating Holders means all Holders of Registrable Securities which are proposed to be included in any offering of Registrable Securities pursuant to Section 2.1 or Section 2.2.

  • Permitted Holder Group shall have the meaning assigned to such term in the definition of “Permitted Holders.”

  • Unaffiliated Director means, for purposes of this Code, a director or honorary director of the Fund who is not a director, officer or employee of the Adviser or an affiliate thereof.

  • Acting Holders means, at the time of determination, Holders of at least 40% of the outstanding CVRs as set forth on the CVR Register.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

  • Majority Holders means at any time the Holders of Warrants exercisable for a majority of the shares of Warrant Stock issuable under the Warrants at the time outstanding.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • Majority Shareholders means Sxx Xxxxxx, Sxxxx Xxxxx, Mxxxxxx Xxxxx and Gxxxx XxXxxxxx.

  • Majority Stockholder means any person that would be a “50-percent shareholder” (within the meaning of section 382(g)(4)(D) of the U.S. Tax Code) of Common Stock if such person claimed a Worthless Stock Deduction at any time on or after the Petition Date.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Registrable Securities means all of the Shares and the Warrant Shares, together with any shares of Common Stock issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.

  • Permitted Holder means (a) Xxxxxxx X. Xxxxxxx, (b) any of his immediate family members or his or their respective heirs by operation of law, will or intestacy or (c) any trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners, owners or Persons beneficially holding a 50.1% or more controlling interest of which consist of Xxxxxxx X. Xxxxxxx and/or his immediate family members.

  • Investor Parties has the meaning set forth in the Preamble.

  • Investor Registrable Securities means (i) any Common Equity held (directly or indirectly) by an Investor or any of its Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • Requesting Holders shall have the meaning given in Section 2.1.5.

  • Excluded Holder means (a) any Person who at the time this Plan was adopted was the beneficial owner of 20% or more of the outstanding Common Stock; or (b) the Company, a Subsidiary or any Employee Benefit Plan of the Company or a Subsidiary or any trust holding Common Stock or other securities pursuant to the terms of an Employee Benefit Plan.

  • Existing Holder means a Broker-Dealer, or any such other Person that may be permitted by the Trust, that is listed as the holder of record of APS in the Share Books.

  • Electing Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 3(a)(i) or 3(a)(ii) hereof.

  • Registrable Shares means (i) the Common Stock issuable or issued upon conversion pursuant to Section 2.5 of this Agreement, and (ii) any Common Stock or other securities issued or issuable in respect of shares referenced in (i) above, upon any stock split, stock dividend, recapitalization, or similar event; excluding in all cases, however, any Registrable Securities sold by a Person in a transaction in which such Person's rights under this Section 10 are not assigned.