B Offer definition
Examples of B Offer in a sentence
In addition, Stockholder may terminate this Agreement, withdraw the tender of its Shares into the Class B Offer and have no further obligations hereunder if there is a Material Change (as defined below) to the Merger Agreement or the Offers without Stockholder's consent.
In the event that Purchaser consummates the Class B Offer, Parent and Purchaser agree that they shall promptly consummate the Merger if the conditions to Parent's and Purchaser's obligations to consummate the Merger contained in Section 7.1 of the Merger Agreement are satisfied and following their compliance with Section 1.9 of the Merger, any applicable requirement to file any information statement in connection with the Merger or Section 1.10 of the Merger Agreement.
In the event that Purchaser consummates the Class B Offer, Parent and Purchaser agree that they shall promptly consummate the Merger if the conditions to Parent’s and Purchaser’s obligations to consummate the Merger contained in Section 7.1 of the Merger Agreement are satisfied and following their compliance with Section 1.9 of the Merger, any applicable requirement to file any information statement in connection with the Merger or Section 1.10 of the Merger Agreement.
In addition, Stockholder may terminate this Agreement, withdraw the tender of its Shares into the Class B Offer and have no further obligations hereunder if there is a Material Change (as defined below) to the Merger Agreement or the Offers without Stockholder’s consent.
Common Stock owned by each of the Series B shareholders identified on Schedule 3.4 attached hereto (after giving effect to the sale of the Shares specified in Section 1.1 of this Agreement and in Section 1.1 of each of the agreements entered into with the other Series B Shareholders in connection with the Series B Offer).
The parties acknowledge that, in connection with the Series B Offer, Purchaser has entered into or proposes to enter into agreements with the other holders of Presley-Del.
Annexure A: Checklist & Schedule of General Particulars Annexure B: Offer of the Bidder Annexure C, D & E: Declaration Sheet Annexure F: Proforma for Contract Agreement Annexure G: Proforma of Bank Guarantee (In Lieu Of Security Deposit) Annexure H: Proforma of Bank Guarantee (In Lieu Of ▇▇▇▇▇▇▇ Money) Annexure I: List of Consortium Banks ▇▇▇▇▇▇▇▇ ▇: Certificate by Chartered Accountant (for MSME bidders only).
In the event that the Series A shareholders do not tender a sufficient number of shares of Series A Common Stock in response to the Series A Offer to enable Purchaser and its affiliates (after taking into account the Series B shares to be acquired pursuant to the Series B Offer and after giving effect to the possible disposition by Purchaser and its affiliates of up to 8% of the outstanding shares of Presley- Del.
The parties acknowledge that, in connection with the Series B Offer, Purchaser has entered into or proposes to enter into agreements with the other holders of Pres▇▇▇-▇▇▇.
The Company Board of Directors has given all necessary board approvals to cause the sale by the Stockholders of the Class B Shares to Purchaser pursuant to the Class B Offer to be a "Qualified Transfer" for purposes of Section 6.1(d) of the Company Certificate and, assuming that each of the Company Stockholders Agreement Waivers has been duly authorized, executed and delivered by each Stockholder, such Class B Shares shall not automatically convert into Class A Shares upon their acquisition by Purchaser.