Warrant Repurchase. Upon (a) the consummation of any Fundamental Transaction or (b) any person (other than the Holder and its affiliates), together with members of any group (within the meaning of Rule 13d-5(b)(1) under the Exchange Act) of which such person is a part, and together with any affiliate or associate of such person (within the meaning of Rule 12b-2 under the Exchange Act) and any members of any such group of which any such affiliate or associate is a part, becoming the beneficial owner, directly or indirectly, through purchase, merger or other acquisition transaction or series of transactions, of securities of the Company entitling such person or group to exercise 50% or more of the total voting power of all voting securities of the Company (each of (a) and (b), a “Repurchase Transaction”), at the request of the Holder delivered at any time during the period commencing on the earliest to occur of (i) the public disclosure of any Repurchase Transaction, (ii) the consummation of any Repurchase Transaction and (iii) the Holder first becoming aware of any Repurchase Transaction, in each case through the date that is 45 days after the public disclosure of the consummation of such Repurchase Transaction by the Company pursuant to a Current Report on Form 8-K filed with the Commission, the Company (or the successor entity to the Company) shall purchase all or a portion of this Warrant requested by the Holder from the Holder by paying to the Holder, within five trading days after such request (or, if such request is given prior to the consummation of such Repurchase Transaction, on the effective date of (and subject to) the consummation of the Repurchase Transaction), cash in an amount equal to the Black-Scholes Warrant Value multiplied by the number of Warrant Shares for the portion of this Warrant which has been requested to be repurchased.
Warrant Repurchase. Upon (a) the consummation of any Fundamental Transaction or (b) any person (other than the Holder and its affiliates), together with members of any group (within the meaning of Rule 13d-5(b)(1) under the Exchange Act) of which such person is a part, and together with any affiliate or associate of such person (within the meaning of Rule 12b-2 under the Exchange Act) and any members of any such group of which any such affiliate or associate is a part, becoming the beneficial owner, directly or indirectly, through purchase, merger or other acquisition transaction or series of transactions, of securities of the Company entitling such person or group to exercise 50% or more of the total voting power of all voting securities of the Company (each of (a) and (b), a “Repurchase Transaction”), at the request of the Holder delivered at any time during the period commencing on the earliest to occur of (i) the public disclosure of any Repurchase Transaction, (ii) the consummation of any Repurchase Transaction and (iii) the Holder first becoming aware of any Repurchase Transaction, in each case through the date that is 45 days after the public disclosure of the consummation of such Repurchase Transaction by the Company pursuant to a Current Report on Form 8-K filed with the Commission (the “3.
Warrant Repurchase. On or prior to the Closing, Parent shall enter into warrant repurchase agreements with each of the Parent Founder, the Underwriter and each of Ladenburg Xxxxxxxx & Co. Inc., I-Bankers Securities Incorporated, Maxim Group LLC and Xxxxxx & Xxxxxxx, LLC (the “Underwriter Group”) pursuant to which Parent shall repurchase (i) up to 2,480,000 of the Sponsor Warrants on the 11th Business Day following the Expiration Date of the Tender Offer, and (ii) 1,020,000 Sponsor Warrants held by the Underwriter and 200,000 Sponsor Warrants held by the Underwriter Group on [or about May 15, 2011], in each case for cash in an amount equal to One Dollar ($1.00) per Sponsor Warrant, and the only condition to the consummation of the such repurchases shall be that the Merger has been consummated and on such other terms reasonably satisfactory to Parent, the Members and the Company (collectively the “Warrant Repurchase Agreements”).”
Warrant Repurchase. The Collateral Agent shall have received evidence that the Borrower Warrants held by Octavian have been (or concurrently with the funding of the Loans on the First Amendment Effective Date, will be) repurchased by the Borrower pursuant to the Purchase and Sale Agreement, dated as of December 23, 2013, by and among the Borrower and Octavian, on terms satisfactory to the Agents.
Warrant Repurchase. SECTION 3. Representations, Warranties and Covenants of the Company....
Warrant Repurchase. The Company shall have the option to repurchase ------------------ this Warrant upon 30 day's written notice to each Registered Holder at a price per share of $0.05 if the closing bid price of the Common Stock on the Nasdaq National Market is at least $9.00 for 15 consecutive trading days at any time after the date of the issuance of this Warrant, provided that the Warrant Stock shall have been registered at or prior to such time under the Securities Act (as defined below). Nothing herein shall prohibit the Registered Holder from exercising this Warrant during the notice period referenced in the prior sentence.
Warrant Repurchase. Prior to the First Closing Date, the repurchase of certain outstanding warrants of the Company, as disclosed in the Preliminary Prospectus, shall have been completed. If any condition specified in this Section 6 is not satisfied when and as required to be satisfied, this Agreement may be terminated by the Representatives by notice from the Representatives to the Company at any time on or prior to the First Closing Date and, with respect to the Optional Shares, at any time on or prior to the applicable Option Closing Date, which termination shall be without liability on the part of any party to any other party, except that Section 4, Section 7, Section 9 and Section 10 shall at all times be effective and shall survive such termination.
Warrant Repurchase. Upon any Seller Trigger Event, the Purchaser shall have the right to require EMHC to repurchase all, but not less than all, of the Warrants sold to Purchaser under the Warrant Purchase Agreement for a price of $1.5 million. In the event Purchaser desires to exercise this right, it shall do so within 10 days after a Seller Trigger Event by written notice to EMHC. EMHC shall consummate the repurchase within 45 days of such notice. All Warrants shall be delivered to EMHC by Purchaser free and clear of all liens, mortgages and encumbrances of any kind.
Warrant Repurchase. At the Closing (as defined below), the Company shall repurchase from the Visium Entities and Atlas a total of 227,270 Secured Note Warrants in exchange for $149,998.20 in cash. The Secured Note Warrants to be repurchased pursuant to this Section 2 are hereinafter referred to as the “Repurchased Warrants”. The Repurchased Warrants shall be allocated among the Visium Entities and Atlas as they may determine in their sole discretion. The Investors hereby irrevocably waive any Event of Default that might be deemed to have occurred under the Secured Notes as a result of the repurchase of the Repurchased Warrants.
Warrant Repurchase. The Holders shall have received evidence that the Borrower Warrants held by Octavian have been (or concurrently with the funding of the loans under the First Lien Credit Agreement on the First Amendment Effective Date, will be) repurchased by the Company pursuant to the Purchase and Sale Agreement, dated as of December 23, 2013, by and among the Company and Octavian, on terms satisfactory to the Purchasers.
