Secondary Block Trade Agreement Sample Contracts

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Note: This Form assumes that (1) the Company is a “foreign private issuer” (as defined in Rule 405 under the Securities Act); (2) there is no substantial U.S. market interest (as defined in Regulation S) in the equity securities of the Company and the...
Secondary Block Trade Agreement • October 7th, 2013

Subject to the terms and conditions set out in this secondary block trade agreement (the “Agreement”), the Manager agrees to use its reasonable endeavours to procure purchasers for up to [number] of [ordinary shares]2 (the “Shares”) in [description of issuer] (the “Company”) (the “Sale”).

SECONDARY BLOCK TRADE AGREEMENT
Secondary Block Trade Agreement • June 17th, 2024 • York Capital Management Global Advisors, LLC • Natural gas transmisison & distribution • New York

This agreement (the “Agreement”) dated June 13, 2024 (the “Execution Date”) sets out the terms under which Hanwha Aerospace Co., Ltd. (the “Buyer”) will purchase the number of shares of common stock, $0.0001 par value per share (the “Shares”), of NextDecade Corporation, a Delaware corporation (the “Issuer”), indicated on Schedule I hereto from the sellers identified on Schedule II hereto (each, a “Seller” and collectively, the “Sellers”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms on Schedule III hereto.

SECONDARY BLOCK TRADE AGREEMENT
Secondary Block Trade Agreement • August 7th, 2015 • Luxor Capital Group, LP • Retail-eating places • New York

This agreement dated August 4, 2015 sets out the terms under which UBS Securities LLC, ("UBS" / ''Buyer'') will purchase 1,000,000 shares of common stock (the ''Shares'') of BJ's Restaurants, Inc. (the ''Issuer'') from Luxor Capital Group, LP (''Seller'').

SECONDARY BLOCK TRADE AGREEMENT 4,400,000 shares of common stock of Alpha Natural Resouorce Inc.
Secondary Block Trade Agreement • May 18th, 2006 • AMCI Holdings Inc. • Bituminous coal & lignite surface mining • New York

This agreement dated 5/15/2006 sets out the terms under which UBS Securities LLC, (“UBS” / “Buyer”) will purchase 4,400,000 shares of common stock (the “Shares”) of Alpha Natural Resources, Inc. (the “Issuer”) from (“Sellers”)

SECONDARY BLOCK TRADE AGREEMENT
Secondary Block Trade Agreement • August 7th, 2015 • Avenue Capital Management II, L.P. • Trucking (no local) • New York

This agreement dated, August 6, 2015, sets out the terms under which UBS Securities LLC, (“UBS” / “Buyer”) will purchase the number of shares of common stock (the “Shares”) of YRC Worldwide, Inc. (the “Issuer”) from each seller listed on Schedule I hereto (each, a “Seller” and, together, the “Sellers”) set forth next to each Seller’s name on such Schedule I.

SECONDARY BLOCK TRADE AGREEMENT
Secondary Block Trade Agreement • May 25th, 2012 • BIOeCON B.V. • Industrial organic chemicals • New York

This agreement dated May 22, 2012 sets out the terms under which UBS Securities LLC, (“UBS” / ''Buyer'') will purchase 834,544 shares of Class A common stock (the ''Shares'') of KiOR, Inc. (the ''Issuer'') from BIOeCON B.V. (''Seller'').

Note: This Form assumes that (1) the Company is a “foreign private issuer” (as defined in Rule 405 under the Securities Act); (2) there is no substantial U.S. market interest (as defined in Regulation S) in the equity securities of the Company and the...
Secondary Block Trade Agreement • May 14th, 2022

Subject to the terms and conditions set out in this secondary block trade agreement (the “Agreement”), the Manager agrees to use its reasonable endeavours to procure purchasers for up to [number] of [ordinary shares]2 (the “Shares”) in [description of issuer] (the “Company”) (the “Sale”).

SECONDARY BLOCK TRADE AGREEMENT
Secondary Block Trade Agreement • November 5th, 2007 • Cincinnati Financial Corp • Fire, marine & casualty insurance • New York

This agreement dated October 23, 2007 sets out the terms under which UBS Securities LLC, (“UBS” / “Buyer”) will purchase 5,500,000 shares of common stock (the “Shares”) of Fifth Third Bancorp (FITB) (the “Issuer”) from The Cincinnati Insurance Company (“Seller”).

TERMS OF SALE
Secondary Block Trade Agreement • October 10th, 2023 • GSK PLC • Pharmaceutical preparations

Further to the provisions of the SECONDARY BLOCK TRADE AGREEMENT DATED 5 October 2023 between GSK (No.1) Scottish Limited Partnership (“SLP 1”), GSK (No.2) Scottish Limited Partnership (“SLP 2”) and GSK (No.3) Scottish Limited Partnership (“SLP 3”), Glaxo Group Limited and Merrill Lynch International and Citigroup Global Markets Limited (the “Agreement”), the following terms of sale are agreed:

SECONDARY BLOCK TRADE AGREEMENT, made on 11 May 2023
Secondary Block Trade Agreement • May 16th, 2023 • GSK PLC • Pharmaceutical preparations

Glaxo Group Limited (the “Seller”), a company incorporated in England and Wales under registered number 00305979 and whose registered office is at 980 Great West Road, Brentford, Middlesex, TW8 9GS; and

SECONDARY BLOCK TRADE AGREEMENT, made on 16 January 2024 BETWEEN
Secondary Block Trade Agreement • January 19th, 2024 • GSK PLC • Pharmaceutical preparations

GSK (No.1) Scottish Limited Partnership (“SLP1”), a private fund limited partnership registered in Scotland with registration number SL035527 and whose principal place of business is at 50 Lothian Road, Festival Square, Edinburgh, EH3 9WJ;

TERMS OF SALE
Secondary Block Trade Agreement • January 19th, 2024 • GSK PLC • Pharmaceutical preparations

Further to the provisions of the SECONDARY BLOCK TRADE AGREEMENT DATED 16 January 2024 between GSK (No.1) Scottish Limited Partnership (“SLP1”), Merrill Lynch International and Citigroup Global Markets Limited (the “Agreement”), the following terms of sale are agreed:

SECONDARY BLOCK TRADE AGREEMENT, made on 5 October 2023 BETWEEN
Secondary Block Trade Agreement • October 10th, 2023 • GSK PLC • Pharmaceutical preparations

GSK (No.1) Scottish Limited Partnership (“SLP1”), a private fund limited partnership registered in Scotland with registration number SL035527 and whose principal place of business is at 50 Lothian Road, Festival Square, Edinburgh, EH3 9WJ;

SECONDARY BLOCK TRADE AGREEMENT 1,480,841 units of common stock of NGL Energy Partners, LP
Secondary Block Trade Agreement • August 13th, 2014 • SemGroup Corp • Oil & gas field services, nec • New York

This agreement dated 8/5/14 sets out the terms under which UBS Securities LLC, (“UBS” / “Buyer”) will purchase 1,480,841 units of common stock (the “Units”) of NGL Energy Partners, LP (the “Issuer”) from SemGroup Corporation (“Seller”).

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