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Common use of Terms of Underwritten Offering Clause in Contracts

Terms of Underwritten Offering. If the managing underwriter of the Underwritten Offering concludes in its reasonable judgment that the number of shares to be registered for selling shareholders would materially adversely affect such offering and that the number of Conversion Shares and Exchange Shares to be registered in such offering shall be reduced, the Holders, St. Xxxxx Capital Partners, L.P. and SJMB, L.P., under the terms this Agreement and the other Recapitalization Agreements such persons have entered into with the Company, severally and not jointly agree that the number of Conversion Shares, SJMB Shares and Exchange Share Equivalents to be purchased from them by the Company at the Closing Time shall be reduced in accordance with Addendum D hereto to the extent necessary in order that the number of Conversion Shares and Exchange Shares to be registered for sale in the Underwritten Offering by the Other Derivatives Holders will no longer, in the reasonable judgment of the managing underwriter, materially adversely affect the Underwritten Offering.

Appears in 2 contracts

Samples: Recapitalization Agreement (Black Warrior Wireline Corp), Recapitalization Agreement (Black Warrior Wireline Corp)

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Terms of Underwritten Offering. If the managing underwriter of the Underwritten Offering concludes in its reasonable judgment that the number of shares to be registered for selling shareholders would materially adversely affect such offering and that the number of Conversion Shares and Exchange Shares to be registered in such offering shall be reduced, the HoldersHolder, St. Xxxxx Capital Partners, L.P. and SJMB, L.P., and each of the Xxxxxxxxxx Family Entities, under the terms this Agreement and the other Recapitalization Agreements such persons have entered into with the Company, severally and not jointly agree that the number of Conversion Shares, SJMB Shares and Exchange Share Equivalents to be purchased from them by the Company at the Closing Time shall be reduced in accordance with Addendum D C hereto to the extent necessary in order that the number of Conversion Shares and Exchange Shares to be registered for sale in the Underwritten Offering by the Other Derivatives Holders will no longer, in the reasonable judgment of the managing underwriter, materially adversely affect the Underwritten Offering.

Appears in 2 contracts

Samples: Recapitalization Agreement (Black Warrior Wireline Corp), Recapitalization Agreement (Black Warrior Wireline Corp)

Terms of Underwritten Offering. If the managing underwriter of the Underwritten Offering concludes in its reasonable judgment that the number of shares to be registered for selling shareholders would materially adversely affect such offering and that the number of Conversion Shares and Exchange Shares to be registered in such offering shall be reduced, the HoldersHolder, St. Xxxxx Capital Partners, L.P. L.P., and SJMB, L.P.each of the Xxxxxxxxxx Family Entities, under the terms this Agreement and the other Recapitalization Agreements such persons have entered into with the Company, severally and not jointly agree that the number of Conversion Shares, SJMB Shares and Exchange Share Equivalents to be purchased from them by the Company at the Closing Time shall be reduced in accordance with Addendum D C hereto to the extent necessary in order that the number of Conversion Shares and Exchange Shares to be registered for sale in the Underwritten Offering by the Other Derivatives Holders will no longer, in the reasonable judgment of the managing underwriter, materially adversely affect the Underwritten Offering.

Appears in 2 contracts

Samples: Recapitalization Agreement (Black Warrior Wireline Corp), Recapitalization Agreement (Black Warrior Wireline Corp)

Terms of Underwritten Offering. If the managing underwriter of the Underwritten Offering concludes in its reasonable judgment that the number of shares to be registered for selling shareholders would materially adversely affect such offering and that the number of Conversion Shares and Exchange Shares to be registered in such offering shall be reduced, the HoldersHolder, St. Xxxxx James Capital Partners, L.P. and SJMB, L.P., and xxxx of the Underbrink Family Entities, under the terms xxx xxxxx this Agreement and the other Recapitalization Agreements such persons have entered into with the Company, severally and not jointly agree that the number of Conversion Shares, SJMB Shares and Exchange Share Equivalents to be purchased from them by the Company at the Closing Time shall be reduced in accordance with Addendum D C hereto to the extent necessary in order that the number of Conversion Shares and Exchange Shares to be registered for sale in the Underwritten Offering by the Other Derivatives Holders will no longer, in the reasonable judgment of the managing underwriter, materially adversely affect the Underwritten Offering.

Appears in 1 contract

Samples: Recapitalization Agreement (Underbrink Charles E)

Terms of Underwritten Offering. If the managing underwriter of the Underwritten Offering concludes in its reasonable judgment that the number of shares to be registered for selling shareholders would materially adversely affect such offering and that the number of Conversion Shares and Exchange Shares to be registered in such offering shall be reduced, the Holders, St. Xxxxx James Capital Partners, L.P. and SJMBSJXX, L.P.X.P., under the terms this Agreement and the other Recapitalization Agreements such persons have entered into with the Company, severally and not jointly agree that the number of Conversion Shares, SJMB Shares and Exchange Share Equivalents to be purchased from them by the Company at the Closing Time shall be reduced in accordance with Addendum D hereto to the extent necessary in order that the number of Conversion Shares and Exchange Shares to be registered for sale in the Underwritten Offering by the Other Derivatives Holders will no longer, in the reasonable judgment of the managing underwriter, materially adversely affect the Underwritten Offering.

Appears in 1 contract

Samples: Recapitalization Agreement (Underbrink Charles E)

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Terms of Underwritten Offering. If the managing underwriter of the Underwritten Offering concludes in its reasonable judgment that the number of shares to be registered for selling shareholders would materially adversely affect such offering and that the number of Conversion Shares and Exchange Shares to be registered in such offering shall be reduced, the HoldersHolder, St. Xxxxx Capital Jamxx Xxpital Partners, L.P. L.P., and SJMB, L.P.each of the Undxxxxxxx Xxmily Entities, under the terms this Agreement and the other Recapitalization Agreements such persons have entered into with the Company, severally and not jointly agree that the number of Conversion Shares, SJMB Shares and Exchange Share Equivalents to be purchased from them by the Company at the Closing Time shall be reduced in accordance with Addendum D C hereto to the extent necessary in order that the number of Conversion Shares and Exchange Shares to be registered for sale in the Underwritten Offering by the Other Derivatives Holders will no longer, in the reasonable judgment of the managing underwriter, materially adversely affect the Underwritten Offering.

Appears in 1 contract

Samples: Recapitalization Agreement (SJMB Lp)

Terms of Underwritten Offering. If the managing underwriter of the Underwritten Offering concludes in its reasonable judgment that the number of shares to be registered for selling shareholders would materially adversely affect such offering and that the number of Conversion Shares and Exchange Shares to be registered in such offering shall be reduced, the HoldersHolder, St. Xxxxx Capital Partners, L.P. and SJMB, L.P., under and each of the Underbrink Family Entities, xxxxx xxx terms this Agreement and the other Recapitalization Agreements such persons have entered into with the Company, severally and not jointly agree that the number of Conversion Shares, SJMB Shares and Exchange Share Equivalents to be purchased from them by the Company at the Closing Time shall be reduced in accordance with Addendum D C hereto to the extent necessary in order that the number of Conversion Shares and Exchange Shares to be registered for sale in the Underwritten Offering by the Other Derivatives Holders will no longer, in the reasonable judgment of the managing underwriter, materially adversely affect the Underwritten Offering.

Appears in 1 contract

Samples: Recapitalization Agreement (St James Capital Partners Lp)

Terms of Underwritten Offering. If the managing underwriter of the Underwritten Offering concludes in its reasonable judgment that the number of shares to be registered for selling shareholders would materially adversely affect such offering and that the number of Conversion Shares and Exchange Shares to be registered in such offering shall be reduced, the HoldersHolder, St. Xxxxx Capital Partners, L.P. and SJMB, L.P., and each of the Underbrink Family Entities, under the terms this txx xxxxx xhis Agreement and the other Recapitalization Agreements such persons have entered into with the Company, severally and not jointly agree that the number of Conversion Shares, SJMB Shares and Exchange Share Equivalents to be purchased from them by the Company at the Closing Time shall be reduced in accordance with Addendum D C hereto to the extent necessary in order that the number of Conversion Shares and Exchange Shares to be registered for sale in the Underwritten Offering by the Other Derivatives Holders will no longer, in the reasonable judgment of the managing underwriter, materially adversely affect the Underwritten Offering.

Appears in 1 contract

Samples: Recapitalization Agreement (Underbrink Charles E)

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