Buyer IPO definition

Buyer IPO has the meaning specified in the recitals to this Agreement.
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Buyer IPO means the initial public offering of Buyer Common Stock to be made pursuant to the Buyer Registration Statement, which is anticipated to be consummated prior to the consummation of the Merger.
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Buyer IPO means the closing of a firm commitment underwritten initial public offering pursuant to an effective registration statement filed under the Securities Act, covering the offer and sale of the Buyer Common Stock.
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Examples of Buyer IPO in a sentence

  • Except as otherwise expressly provided in this Section 8.1, all representations and warranties contained in this Agreement and the Ancillary Agreements, shall survive the Closing for a period of twelve (12) months; provided, however, the representations and warranties in ARTICLE 5 shall only survive until the earlier of (i) the Buyer IPO or (ii) twelve (12) months after the Closing Date.

  • Buyer covenants that it shall not include in any registration statement filed under the Securities Act in connection with the Buyer IPO any shares of Buyer Common Stock held by the Existing Stockholders without offering the Shareholders the opportunity to participate in such registration on a pro rata basis, based on each such Shareholder’s pro rata share of the total number of shares of Buyer Common Stock then issued and outstanding.


More Definitions of Buyer IPO

Buyer IPO. The initial public offering of the Buyer Common Stock or the ----- --- MRB Common Stock, as the case may be.
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Buyer IPO shall have the meaning set forth in the Recitals.
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Buyer IPO means an initial sale by Buyer of common shares to the public in an offering pursuant to an effective registration statement (other than a registration statement on Form S-4 or S-8 or any similar or successor form) filed under the Securities Act, after which such common shares are listed on one or more nationally recognized exchanges or quoted on one or more automated quotation systems, including the New York Stock Exchange or the Nasdaq Global Select Market.
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Buyer IPO means the date on which Buyer’s first firm commitment underwritten public offering of its common stock registered under the Securities Act of 1933 is consummated.
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Related to Buyer IPO

  • Market Seller Offer Cap means a maximum offer price applicable to certain Market Sellers under certain conditions, as determined in accordance with Tariff, Attachment DD. section 6 and Tariff, Attachment M-Appendix, section II.E.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • IPO Closing means the initial closing of the sale of the Class A Common Stock in the IPO.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • IPO means the Company’s initial public offering of securities.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Qualified IPO means the issuance by Holdings or any direct or indirect parent of Holdings of its common Equity Interests in an underwritten primary public offering (other than a public offering pursuant to a registration statement on Form S-8) pursuant to an effective registration statement filed with the U.S. Securities and Exchange Commission in accordance with the Securities Act (whether alone or in connection with a secondary public offering).

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Initial Public Offering” (“IPO means an offering of securities registered under the 1933 Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • Merger Closing means the “Closing” as defined in the Merger Agreement.

  • Second Closing has the meaning set forth in Section 2.2.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Pre-Closing Taxable Period means any Taxable period ending on or prior to the Closing Date.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • IPO Closing Date means the closing date of the IPO.

  • Company Sale a sale, conveyance or other disposition of the Company, whether by merger, consolidation, sale of all or substantially all of the Company’s assets or sale of capital stock, including any issuance or transfer of Capital Stock of the Company to any Person.

  • Shares Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such; provided that, if such Person is determined not to have become an Acquiring Person pursuant to Section 1(a) hereof, then no Shares Acquisition Date shall be deemed to have occurred by virtue of such event.

  • Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.