Directed Shares definition

Directed Shares has the meaning given to it in the first paragraph of this Agreement;
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Directed Shares means the shares of Parent Stock delivered to Xxxxxx pursuant to this paragraph 1 of this letter agreement and (e) "Applicable Percentage" for any Designated Stockholder means the percentage set forth opposite such Designated Stockholder's name on Exhibit A hereto.
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Directed Shares that the participant has agreed to purchase; or (iii) related to, arising out of, or in connection with the Directed Share Program other than losses, claims, damages or liabilities (or expenses relating thereto) that are finally judicially determined to have resulted from the bad faith or gross negligence of Xxxxxxxxx Xxxxxxxx Entities.
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Examples of Directed Shares in a sentence

  • The Company will comply with all applicable securities and other laws, rules and regulations in each jurisdiction in which the Directed Shares are offered in connection with the Directed Share Program.

  • The relative benefits received by the Company on the one hand and the Xxxxxx Xxxxxxx Entities on the other hand in connection with the offering of the Directed Shares shall be deemed to be in the same respective proportions as the net proceeds from the offering of the Directed Shares (before deducting expenses) and the total underwriting discounts and commissions received by the Xxxxxx Xxxxxxx Entities for the Directed Shares, bear to the aggregate Public Offering Price of the Directed Shares.

  • Any Directed Shares not subscribed for by the end of the business day on which this Agreement is executed will be offered to the public by the Underwriters as set forth in the Prospectus.

  • Any Directed Shares not subscribed for by the end of the business day on which this Agreement is executed will be offered to the public by the Underwriters as set forth in the Final Prospectus.

  • Should the Company release, or seek to release, from such restrictions any of the Directed Shares, the Company agrees to reimburse the Underwriters for any reasonable expenses (including, without limitation, legal expenses) they incur in connection with such release.

  • Notwithstanding the provisions of this Section 9, no Xxxxxx Xxxxxxx Entity shall be required to contribute any amount in excess of the amount by which the total price at which the Directed Shares distributed to the public were offered to the public exceeds the amount of any damages that such Xxxxxx Xxxxxxx Entity has otherwise been required to pay.

  • The Firm Securities to be sold by the Designated Underwriter pursuant to the Directed Share Program (the "Directed Shares") will be sold by the Designated Underwriter pursuant to this Agreement at the public offering price.

  • No authorization, consent, approval, license, qualification or order of, or filing or registration with any person (including any governmental agency or body or any court) in any foreign jurisdiction is required for the consummation of the transactions contemplated by this Agreement in connection with the offering, issuance and sale of the Directed Shares under the laws and regulations of such jurisdiction except such as have been obtained or made.

  • To the extent that any Directed Shares are not affirmatively reconfirmed for purchase by any Directed Share Participant on or immediately after the date of this Agreement, such Directed Shares may be offered to the public as part of the public offering contemplated hereby.

  • To the extent that any Directed Shares are not affirmatively reconfirmed for purchase by any Directed Share Participant on or immediately after the date of this Agreement, such Directed Shares may be offered to the public as part of the public offering contemplated herein.


More Definitions of Directed Shares

Directed Shares has the meaning given to it in subclause 2(f);
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Directed Shares. Any Directed Shares not orally confirmed for purchase by any Participant by the end of the business day on which this Agreement is executed will be offered to the public by the Underwriters as set forth in the Prospectus. As described more fully in the Registration Statement under the caption “Corporate Reorganization”, a corporate reorganization of the Company’s group is being undertaken in the following steps (i) adjustment of the nominal value and redesignation of the share capital of Gyroscope Therapeutics Holdings Limited, (ii) exchange of Gyroscope Therapeutics Limited shares for Gyroscope Therapeutics Holdings Limited shares, (iii) reduction of capital of Gyroscope Therapeutics Holdings Limited, (iv) re-registration of Gyroscope Therapeutics Holdings Limited as a public limited company and change of name to Gyroscope Therapeutics Holdings plc, (v) reorganization of separate classes of shares of Gyroscope Therapeutics Holdings plc (other than deferred shares) into a single class of ordinary shares, (vi) reorganization of the deferred shares of Gyroscope Therapeutics Holdings plc, (vii) reorganization of separate classes of shares of Gyroscope Therapeutics Limited into a single class of ordinary shares, (viii) transfer of Gyroscope Therapeutics Limited shares to Gyroscope Holdings (UK) Limited and (ix) reduction of capital of Gyroscope Holdings (UK) Limited and Gyroscope Therapeutics Limited (steps (vi) to (ix) collectively, the “Post-Completion Reorganization Steps” and steps (i) to (ix) collectively, the “Corporate Reorganization”). References in this Agreement to (1) the Company issuing and selling ADSs to the Underwriters, and similar or analogous expressions, shall be understood to refer to the Company allotting and issuing the new Ordinary Shares underlying those ADSs to the Depositary or its nominee and procuring the issue of ADSs representing such Ordinary Shares by the Depositary or its nominee to the Underwriters; and (2) the purchase of, or payment for, any ADSs, and similar or analogous expressions, shall be understood to refer to the subscription for the Ordinary Shares underlying those ADSs, as well as the acquisition of the ADSs representing such Ordinary Shares, as well as the deposit of the Ordinary Shares for ADSs representing such Ordinary Shares and the payment of the subscription moneys in respect of such Ordinary Shares. References in this Agreement to the Ordinary Shares or ADS Shares being non-assessable shall mean that no hold...
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Directed Shares. Any Directed Shares not orally confirmed for purchase by any Participant by the end of the business day on which this Agreement is executed will be offered to the public by the Underwriters as set forth in the Prospectus.
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Directed Shares that the participant has agreed to purchase; or (iii) related to, arising out of, or in connection with the Directed Share Program other than losses, claims, damages or liabilities (or expenses relating thereto) that are finally judicially determined to have resulted from the bad faith of Xxxxxxxxx Xxxxxxxx Entities. Section 8. Default of One or More of the Several Underwriters. If, on the First Closing Date or the Second Closing Date, as the case may be, any one or more of the several Underwriters shall fail or refuse to purchase Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Common Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Shares to be purchased on such date, the other Underwriters shall be obligated, severally, in the proportions that the number of Firm Common Shares set forth opposite their respective names on Schedule A bears to the aggregate number of ---------- Firm Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Representatives with the consent of the non-defaulting Underwriters, to purchase the Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the Second Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase Shares and the aggregate number of Shares with respect to which such default occurs exceeds 10% of the aggregate number of Shares to be purchased on such date, and arrangements satisfactory to the Representatives and the Company for the purchase of such Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party except that the provisions of Section 5, Section 6 and Section 7 shall at all times be effective and shall survive such termination. In any such case either the Representatives or the Company shall have the right to postpone the First Closing Date or the Second Closing Date, as the case may be, but in no event for longer than seven days in order that the required changes, if any, to the Registration Statement and the Prospectus or any other documents or arrangements may be effected. As used in this Agreement, the term "Underwriter" shall be deemed to include any person substituted...
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Directed Shares means 902,571 shares of Martek Common Stock.”
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Directed Shares means 837,033 shares of Martek Common Stock; provided that such number may be increased prior to Closing and, if so increased, shall be reflected as so increased on a revised Schedule 1.5(c)(i) at Closing.
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Related to Directed Shares

  • Plan Shares means the total number of Common Shares which may be reserved for issuance as Optioned Shares under the Plan as provided in §2.2;

  • Restricted Shares shall have the respective meanings set forth in Section 2.14.

  • Unit Shares has the meaning ascribed thereto in the first paragraph of this Agreement;

  • Option Shares shall have the meaning ascribed to such term in Section 2.2(a).

  • Retracted Shares has the meaning ascribed thereto in Section 5.7;

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • RSU Shares means shares of Common Stock that underlie an RSU.

  • Converted Shares means the Subject Equity Shares resulting from the conversion of Limited Voting Shares into the Subject Equity Shares pursuant to subparagraph (ii);

  • Payment Shares has the meaning set forth in Section 2.02;

  • Vested Shares means "Vested Shares" as defined in the Award Agreement.

  • Award Shares means Shares covered by an outstanding Award or purchased under an Award.

  • Settlement Shares With respect to any Settlement Date, a number of Shares, not to exceed the Base Amount, designated as such by Party B in the related Settlement Notice or by Party A pursuant to “Termination Settlement” below; provided that on the Maturity Date the number of Settlement Shares shall be equal to the Base Amount on such date.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • Issued Shares means, collectively, all outstanding Shares issued pursuant to Restricted Stock Awards, all outstanding Shares issued pursuant to Unrestricted Stock Awards, and all Option Shares.

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

  • Dividend Shares means any shares of Common Stock issuable in lieu of cash dividends paid or to be paid on the Series A Preferred.

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Restricted Share Units means an Award which may be earned in whole or in part upon the passage of time or the attainment of performance criteria established by the Administrator and which may be settled for cash, Shares or other securities or a combination of cash, Shares or other securities as established by the Administrator.

  • Deferred Shares means an award made pursuant to Section 7 of this Plan of the right to receive Common Shares at the end of a specified Deferral Period.

  • 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.

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

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

  • Acquired Shares has the meaning set forth in the Recitals.

  • Unvested Shares means "Unvested Shares" as defined in the Award Agreement.