Oversubscription Right. Each Eligible Subordinated Claimholder that exercised all of its Rights will have the pro rata right (the “Oversubscription Right”) to subscribe for additional Rights Offering Shares at the Common Purchase Price pursuant to the instructions set forth in the Rights Offering Procedures, to the extent that any such shares remain available after exercise of the Rights. If the number of Rights Offering Shares that remain available after exercise of the Rights is not sufficient to satisfy all requests pursuant to the Oversubscription Rights, the Eligible Subordinated Claimholders who exercised their Oversubscription Rights will be allocated additional Rights Offering Shares on a pro rata basis as set forth in the Rights Offering Procedures. During the Rights Exercise Period, each Eligible Subordinated Claimholder that wishes to purchase Rights Offering Shares pursuant to its Oversubscription Right (as described below) shall indicate the number of such shares on the Subscription Form delivered pursuant to Section 1(a)(ii). The Subscription Form shall create a binding obligation on behalf of such Eligible Subordinated Claimholder to purchase up to the amount of Rights Offering Shares indicated thereon. Not later than the second Business Day after the Expiration Time, the Subscription Agent shall deliver to each Eligible Subordinated Claimholder a notice (an “Oversubscription Payment Notice”) setting forth the number of Rights Offering Shares which such Eligible Subordinated Claimholder is required to purchase pursuant to such Eligible Subordinated Claimholder’s Oversubscription Rights and the aggregate purchase price therefor. Any Eligible Subordinated Claimholder that receives an Oversubscription Payment Notice shall have until 5 p.m. New York time on the second Business Day after receipt of such Oversubscription Payment Notice (which deadline will also be set forth therein) (the “Oversubscription Payment Date”) to pay the aggregate purchase price for the Rights Offering Shares to be acquired pursuant to the Oversubscription Rights; provided, however, that each of the Backstop Purchasers and their affiliates shall pay such aggregate purchase price for the Rights Offering Shares to be acquired pursuant to its Oversubscription Rights at the time when the Backstop Purchasers make a payment pursuant to Section 1(e).
Oversubscription Right. The undersigned has exercised his Basic Right in full and hereby exercises his Oversubscription Right to purchase __________________ shares of Common Stock of the Company at the price of $_____________ per share, subject to the terms and conditions as set forth in the Prospectus. TOTAL RIGHTS EXERCISED Basic Right _______________________ Oversubscription Right _______________________ Total Rights Exercised _______________________ x $______ = $________ IN WITNESS WHEREOF, the undersigned (has/have) executed this Agreement this _______ day of _________________________, 1999. -------------------------------- --------------------------------- (Signature of Shareholder) (Signature of Shareholder) -------------------------------- --------------------------------- (Printed Name) (Printed Name) ================================ ================================= (Address) (Address) ------------------------------- Telephone (Day) ------------------------------- Telephone (Night) FOR COMPANY USE ONLY Accepted this __________ day of _________________________, 1999 by Fidelity Federal Bancorp in reliance upon the representations, warranties, agreements and information contained in the foregoing Shareholder Rights Agreement. FIDELITY FEDERAL BANCORP By:_______________________________ Its: _____________________________
Oversubscription Right. In the event that Election Notices are not received by the Company in respect of all the New Securities subject to the Right of First Offer, the New Securities as to which Election Notices have not been given (the "REFUSED SECURITIES") shall be offered by the Company for sale on a pro rata basis to each Stockholder that delivered an Election Notice with respect to its entire Proportionate Percentage of New Securities pursuant to Section 4.1 (each, a "FULLY-EXERCISING INVESTOR"). The number or amount of Refused Securities offered to each Fully-Exercising Investor shall be equal to the product of (i) the number or amount of Refused Securities, multiplied by (ii) a fraction, the numerator of which is the number of New Securities such Fully-Exercising Investor has elected to purchase and the denominator of which is the sum of New Shares of all of the Fully-Exercising Investors have elected to purchase, and such oversubscription offer shall remain open and irrevocable for a period of 5 days from the date it is delivered by the Company.
Oversubscription Right. (a) To the extent that a registered holder of a Warrant (other than any member of the Plan Sponsor Group (as defined in the Plan)) exercises a Warrant in full in accordance with this Agreement and the terms of his, her or its Warrant Certificate (an “Electing Holder”), such Electing Holder shall have the right, but not the obligation, to elect on the Election Form (an “Oversubscription Election”) to exercise a number of Warrants not exercised by the Expiration Date (the “Remaining Warrants”). Any Oversubscription Election must be made in accordance with the terms of the Warrant Certificate and the formula set forth in Section 3.3.2(b) below, at the time of such Electing Holder’s exercise of his, her or its Warrant.
