Carlyle Shares definition

Carlyle Shares means any Common Stock issuable to Carlyle pursuant to the Note Purchase Agreement and any Common Stock issuable upon exercise of warrants issuable to Carlyle pursuant to the Note Purchase Agreement.
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Carlyle Shares has the meaning set forth in the Shareholder Agreement.
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Carlyle Shares means any Common Shares issuable to Carlyle pursuant to the Note Purchase Agreement and any Common Shares issuable upon exercise of warrants issuable to Carlyle pursuant to the Note Purchase Agreement.
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Examples of Carlyle Shares in a sentence

  • Notwithstanding any provision to the contrary herein, prior to Stockholder Approval, for the purpose of this Agreement, Carlyle shall not be deemed to be the beneficial owner of (i) any shares of Permanent Preferred Stock, (ii) any shares of Common Stock issuable upon conversion of the Permanent Preferred Stock or (iii) any Carlyle Shares.

  • The authorized capital stock of Parent consists of 600,000 shares of Parent Common Stock of which, after giving effect to the Contribution and the Cash Equity Capitalization, a number of shares equal to the sum of the Rollover Shares and the Carlyle Shares will be the only issued and outstanding shares of capital stock.

  • In connection with the Amalgamation, Amarc acquired control of 5,500,000 Carlyle Shares at a deemed price of $0.25 per Carlyle Share as well as 5,500,000 Replacement Warrants pursuant to the terms of an amalgamation agreement dated December 16, 2020 (the “Amalgamation Agreement”), for a total deemed consideration of $1,375,000.

  • The Company is acquiring the Carlyle Shares for investment and not with a view toward or for sale or distribution thereof within the meaning of the Securities Act, or with any present intention of distributing or selling the Carlyle Shares within the meaning of the Securities Act.

  • The Company acknowledges that the Carlyle Shares have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and is being offered and sold in reliance upon federal and state exemptions for transactions not involving any public offering.

  • As well, an aggregate of 5,500,000 Replacement Warrants were issued for the 5,500,000 warrants Amarc held of IMC, which Replacement Warrants are exercisable for a period of five years at $0.50 per Carlyle Share subject to accelerated expiry if Carlyle Shares trade over $1.00 for 20 consecutive days.

  • Amarc has acquired 5,500,000 Carlyle Shares, which represents approximately 12% of the 45,609,616 issued and outstanding Carlyle Shares not already owned by Amarc.

  • Amarc indirectly acquired the 5,500,000 Carlyle Shares and replacement warrants in Carlyle as a result of the Amalgamation.

  • Likewise, to extrapolate the hydrological analysis to the broader region, a small watershed hydrograph typology based on the SnowClusters snow regime classification should be developed for historical conditions.

  • SWAV has received certain information concerning Carlyle and has had the opportunity to obtain additional information as desired by Carlyle in order to evaluate the merits and the risks inherent in holding the Carlyle Shares.


More Definitions of Carlyle Shares

Carlyle Shares means collectively (i) the amount of shares of Common Stock owned by PESC Company that corresponds to Carlyle PES’s and its Affiliates’ ownership in PESC Company and (ii) the number of shares of Common Stock beneficially owned by the Carlyle Stockholders or any of their respective Permitted Transferees.
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Carlyle Shares means the (i) number of shares of Class A common stock and Class B common stock beneficially owned by Carlyle and its affiliates through PESC Company and (ii) number of shares of Class A common stock owned by the selling stockholders which are investment funds affiliated with Carlyle.
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Related to Carlyle Shares

  • Carlyle means Carlyle Investment Management, LLC.

  • TPG has the meaning set forth in the preamble.

  • PIPE Investors means those certain investors participating in the PIPE Investment pursuant to the Subscription Agreements.

  • A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • KKR means each of Kohlberg Kravis Xxxxxxx & Co., L.P. and KKR Associates, L.P.

  • CD&R Investors means, collectively, (i) CD&R Fund VIII, (ii) CD&R Friends & Family Fund VIII, L.P., a Cayman Islands exempted limited partnership, and any successor in interest thereto, and (iii) any Affiliate of any CD&R Investor identified in clauses (i) and (ii) of this definition.

  • Stockholder Shares means the shares of common stock of the Company issued to Stockholder in accordance with the terms and conditions of the Reorganization Agreement, including such shares of common stock of the Company transferred from Stockholder to The Cendant Charitable Foundation, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • BRS means Behavior Rehabilitation Services.

  • Company Securities has the meaning set forth in Section 3.02(b)(ii).

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

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

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

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

  • Company Units has the meaning set forth in the Recitals.

  • Investor Group means the Sponsor and its affiliates, successors and assigns.

  • Remaining Shares has the meaning set forth in Section 4.1.2.

  • Founder Shares shall have the meaning given in the Recitals hereto and shall be deemed to include the shares of Common Stock issuable upon conversion thereof.

  • Founders’ Shares means 1,000 shares with a par value of $1 per share, 500 of which were issued to MACRO Securities Depositor, LLC and 500 of which were issued to Claymore Securities, Inc., in exchange for the Initial Deposit.

  • Newco Shares means the common shares in the capital of Newco;

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Co-op Shares Shares issued by private non-profit housing corporations.

  • Equity Investors means the Sponsors and the Management Stockholders.