IPO Participation Right. (a) For so long as the Onex Shareholders and their Affiliates collectively own at least five percent (5%) of the outstanding Common Stock (calculated on an as-converted, fully diluted basis), if the Company elects to effect an IPO or any subsequent Public Offering of shares of Common Stock (collectively, “Participation Securities”) other than pursuant to a demand by the Majority Onex Shareholders pursuant to Section 1(a), the Company shall offer each of the Onex Shareholders, by written notice to its address last shown on the records of the Company (a “Participation Notice”) at least twenty (20) days prior to the closing of the IPO or other offering, the right to purchase its respective Pro Rata Portion (as defined below) of the primary shares offered pursuant to such IPO or offering, in each case at the same price at which the Common Stock will be offered to the public pursuant to such IPO or offering; provided, that no Onex Shareholder shall have the right to participate in the offering pursuant to this Section 10 if and to the extent that its purchase would reduce the public float of the Common Stock immediately after the closing of the IPO or Public Offering to an amount lower than $300,000,000.
IPO Participation Right. Subject to applicable law and regulations, each Investor shall have the right to purchase or direct any of its Affiliates to purchase, at its option, at the final price per share (net of underwriting discounts and commissions) set forth in the Company’s final prospectus with respect to an IPO, up to the number of the Ordinary Shares of the Company offered in the IPO that enables the Investor to maintain, in the aggregate, its percentage ownership interest in the Company immediately prior to the consummation of the IPO (calculated on a fully diluted and as converted basis).
IPO Participation Right. Notwithstanding and without prejudice to Section 4 above but subject to applicable laws and regulations, GIC shall have the right to purchase by itself or its Affiliates, at its option, at the final price per share set forth in the Company’s final prospectus with respect to an IPO, up to the number of the Ordinary Shares of the Company offered in the IPO that enable GIC and/or Affiliates to maintain, in the aggregate, its ownership interest percentage in the Company immediately prior to the consummation of the IPO. This provision shall terminate immediately after the consummation of a Qualified IPO.
IPO Participation Right. Subject to applicable legal and regulatory requirements and any determination by the lead underwriter in such offering that the exercise of such right would be seriously detrimental to such offering or the aftermarket performance of the Company’s securities, including without limitation U.S. securities laws, GA shall have the right, but not the obligation, to purchase an aggregate of up to 15% of the Ordinary Shares offered in the Company’s initial public offering of Ordinary Shares at a price per share equal to the final price per share (after deduction of underwriting discounts and commissions) stated in the final prospectus used in connection with such offering.
IPO Participation Right. Subject to compliance at the time with all applicable securities laws and regulations, the Company will use commercially reasonable efforts (which shall include multiple attempts, on multiple dates, with multiple representatives of the managing underwriter(s), including oral and written communications with the most senior underwriter employees working on the IPO) to cause the managing underwriter(s) of the IPO to provide Xxxxx Bros., provided Xxxxx Bros. is a Major Investor immediately prior to the IPO, on the same terms, including the price per share, and subject to the same conditions, as are applicable to all other purchasers in the IPO, the option to purchase a number of shares of Common Stock being issued in the IPO equal to up to twenty-five percent (25%) of the total number of shares of Common Stock offered for sale in the IPO (the “New IPO Shares”). Xxxxx Bros. may elect to allocate such New IPO Shares among the funds which it advises in its sole discretion.
IPO Participation Right. In connection with an IPO, each other Shareholder will have a right, but no obligation, to participate in such IPO in an amount according to its Equity Percentage.
IPO Participation Right. (a) In the event that the Company intends to consummate an initial public offering of its Common Stock pursuant to an effective registration statement under the Securities Act (the “IPO”), Purchaser shall have the right (the “IPO Participation Right”) to purchase, subject to the terms and conditions set forth in this Agreement, in a concurrent private placement exempt from the registration requirements of the Securities Act, a number of shares of Common Stock equal to the IPO Participation Amount (as defined below), at a price per share equal to the price at which the Common Stock is issued and sold to the public in the IPO (the “IPO Price”) in a closing (the “IPO Concurrent Closing”) to be held concurrently with the closing of the IPO (the “IPO Closing”).
IPO Participation Right. (a) The IPO Participation Right shall terminate and be of no further force or effect upon the first to occur of (i) the four-year anniversary of the Effective Date; or (ii) the termination of Purchaser’s Private Financing Participation Right prior to the IPO in accordance with Section 5.1(b).
IPO Participation Right. In connection with the first public offering of the Company’s securities, the Company hereby covenants it shall uses its reasonable good faith efforts to have the managing underwriter offer Xxxxx Xxxxxxx Investment Partnership No. 5, L.P. and/or its affiliates (“Sarofim”), Accel IX L.P. and/or its affiliates (“Accel”), Sequoia Capital XII, L.P. and/or its affiliates (“Sequoia”), Deep Fork Capital L.L.C. and/or its affiliates (“Deep Fork”) or their designees, within ten (10) business days of the filing of the registration statement with respect to such offering (which registration statement shall cover the securities to be offered to Sarofim, Accel, Sequoia and Deep Fork pursuant to this Section 2.4) up to ten percent (10%), in the aggregate, of the shares sold in such offering, to be allocated between them on a pro-rata basis in proportion to their respective ownership of Registrable Securities, provided that each of them shall have the right to any portion of the 10% not elected by the other, or as otherwise may be agreed upon by them. Notwithstanding any other provision in this Section 2.4, if the managing underwriter reasonably determines that marketing factors or applicable regulatory restrictions require a limitation of the number of shares being underwritten, the managing underwriter, may limit Sarofim’s, Accel’s, Sequoia’s and Deep Fork’s foregoing right, including a limitation which would exclude all such shares from such initial public offering, but only to the extent reasonably necessary.
IPO Participation Right. Notwithstanding Section 3.3(i) below, if any Equity Securities of the Company are offered in an underwritten public offering (whether or not a Qualified IPO) for the account of any shareholder of the Company, each Investor shall have the right to include a pro rata number of shares in the offering on terms and conditions no less favourable to such Investor than to any other selling shareholder(s), provided that such IPO Participation Right as provided in this Section 2.6 shall not adversely affect the consummation of such underwritten public offering.
