Examples of Demand Initiating Holder in a sentence
The Company shall be entitled to include in any offering referred to in this Section 3.3, for sale in accordance with the method of disposition specified by the Demand Initiating Holder shares of Common Stock to be sold by the Company for its own account or by other shareholders of the Company for their account.
The Company shall not be required to comply with this Section 3.3 unless the aggregate Current Market Price of all Demand Offering Securities covered by the Demand Offering Request and the Demand Offering Securities described in Section 3.3(a)(ii) shall be $75 million or more (unless and to the extent the Demand Initiating Holder shall hold less than $75 million of Demand Offering Securities, in which case such minimum offering amount shall be equal to the amount of Demand Offering Securities so held).
PGGM, DIHC or a Holder or Holders owning a majority of the Demand Offering Securities (the "Demand Initiating Holder") may request the offering under the Securities Act of all or any portion of the Demand Offering Securities held by such Holders for sale in the manner specified in such request, including an underwritten offering.
If the method of disposition specified by the Demand Initiating Holder shall be an underwritten public offering, the Company may designate the managing underwriter of such offering, subject to the approval of the Demand Initiating Holder which approval shall not be unreasonably withheld.
The Company shall give written notice to the Demand Initiating Holder of each of its determination to postpone filing, amending or supplementing a Registration Statement, and of the fact that the Valid Business Reason for such postponement no longer exists or has occurred, as applicable, in each case, promptly after the occurrence thereof.
If the applicable Demand Initiating Holder so elects, the Company shall use its commercially reasonable efforts to cause the offering made pursuant to such Demand Registration pursuant to this Section 3 to be in the form of a firm commitment underwritten public offering and the managing underwriter or underwriters selected for such offering shall be the Approved Underwriter selected in accordance with Section 3(f) hereof.
Each request for a Demand Registration by the Demand Initiating Holder shall state the type and amount of the Registrable Securities proposed to be sold and the intended method of disposition thereof, which may include a distribution of Registrable Securities to, and resale of such Registrable Securities by, the equity holders of any Crestview Holder or its equity holders (a “Partner Distribution”).
If the method of disposition specified by PGGM shall be an underwritten public offering, the Company may designate the managing underwriter of such offering, subject to the approval of the Demand Initiating Holder which approval shall not be unreasonably withheld.
For the avoidance of doubt, if a Demand Registration is not so effected, the applicable demand for such registration shall not constitute a Demand for purposes of the limitation on the number of Demands by each Demand Initiating Holder.
If a Demand Initiating Holder is selling less than all of its Registrable Securities, the aggregate expected gross proceeds to such Demand Initiating Holder from any offering made pursuant to a Demand Request may not be less than $25 million (based upon the average of the last trading price of the Common Stock for the 15 trading days immediately prior to the date of the written notice from the Demand Initiating Holder to the Company making the Demand Request).