Guaranty Shares definition

Guaranty Shares means shares of Xspand Common Stock, issuable by Xspand in satisfaction of its guaranty of the Company’s Put Right obligations, which in the aggregate are equal to the Fixed Share Amount.
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Guaranty Shares shall have the meaning assigned to such term in Section 2.2(a).
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Guaranty Shares means shares of Vinco Common Stock, issuable by Vinco in satisfaction of its guaranty of the Company’s Put Right obligations, which in the aggregate are equal to the Fixed Share Amount.
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Examples of Guaranty Shares in a sentence

  • The Assured Guaranty Shares and the Assured Guaranty Financial Products Shares represent all of the outstanding capital stock of Assured Guaranty and Assured Guaranty Financial Products, respectively.

  • To the extent that the defendants relied on their willingness to offer CEI a 10 percent share in WMI for an investment of $200,000 as a benchmark for the Guaranty Shares Formula, that reliance was misplaced.

  • See Defendants’ SMF ¶ 59; Plaintiff’s Opposing SMF ¶ 59.2. At the time the Guaranty Shares Formula was devised, and when offers were extended to the plaintiff to participate in both the 2005 and 2007 tranches of guaranty shares, thedefendants did not know whether the plaintiff would accept such offers.

  • Assured Guaranty US Holdings has acquired good and marketable title to the Assured Guaranty Shares and the Assured Guaranty Financial Products Shares, free and clear of any Encumbrances.

  • The number of Annual Guaranty Shares issuable for any partial year period shall be reduced on a pro-rata basis based on the number of days that the Pledge was outstanding during such period.

  • However, having regard to the prosecutor’s costs for such purposes does not mean that the fact that a costs order is to be made should automatically act in any fashion which significantly downgrades the otherwise applicable financial penalty49.

  • This is so, he argues, because: 85 The plaintiff asserts that “[p]erhaps the most damning fact to come out in discovery was that Defendants concealed the existence of the [Guaranty Shares] Formula from [him] for months.” Plaintiff’s Motion at 13 n.6. He points to Bader’s April 2005 e-mail to him mentioning “informal discussions” about the possibility of provision of shares in exchange for guaranties but omitting any reference to the March 2005 Board vote formally authorizing issuance of guaranty shares.

  • The plaintiff accordingly is entitled to summary judgment as to liability with respect to the issuance of the Additional Guaranty Shares.

  • As a threshold matter, the defendants contend that they engaged in no self-dealing in voting to issue the Initial Guaranty Shares inasmuch as they merely received a benefit that was made available to all shareholders on equal terms.

  • At about the same time, they commissioned the Purdy Powers Appraisal, but did not await its outcome before devising the Guaranty Shares Formula.


More Definitions of Guaranty Shares

Guaranty Shares means the shares of Common Stock issuable upon the exercise of the Guaranty Warrant.
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Related to Guaranty Shares

  • Domestic Shares ’ means the domestic invested shares in the share capital of the Company with a par value of RMB1.00 each, which are subscribed for in Renminbi (‘‘RMB’’) by PRC investors;

  • Guaranty Supplement has the meaning specified in Section 8.05.

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

  • Escrowed Securities means the direct, noncallable obligations of the United States of America, as described in the Escrow Agreement.

  • Subsidiary Guaranty means the Subsidiary Guaranty made by the Subsidiary Guarantors in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit G.

  • Company Guaranty means the Company Guaranty made by the Company in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit F.

  • Guaranty Joinder Agreement means each Guaranty Joinder Agreement, substantially in the form thereof attached to the Guaranty, executed and delivered by a Guarantor or any other Person to the Administrative Agent pursuant to Section 6.12 or otherwise.

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

  • Initial Pledged Shares means, collectively, with respect to each Pledgor, the issued and outstanding shares of capital stock of each issuer described in Schedule 11 annexed to the Perfection Certificate together with all rights, privileges, authority and powers of such Pledgor relating to such interests in each such issuer or under any Organizational Document of each such issuer, and the certificates, instruments and agreements representing such shares of capital stock and any and all interest of such Pledgor in the entries on the books of any financial intermediary pertaining to the Initial Pledged Shares.

  • Shareholder Debt means any shareholder loan made to the Issuer as debtor, if such loan:

  • Guarantor Security Agreement means any security agreement executed by any Guarantor in favor of Agent securing the Obligations or the Guaranty of such Guarantor, in form and substance satisfactory to Agent.

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Dutch Security Documents means the Dutch Share Pledges, the Dutch Intercompany Pledges and any other Dutch law security document creating security for the benefit of the Collateral Agent.

  • Existing Equity Interests means any Equity Security, including all issued, unissued, authorized, or outstanding shares of capital stock and any other common stock, preferred stock, limited liability company interests, and any other equity, ownership, or profit interests of Mariposa Intermediate, including all options, warrants, rights, stock appreciation rights, phantom stock rights, restricted stock units, redemption rights, repurchase rights, convertible, exercisable, or exchangeable securities, or other agreements, arrangements, or commitments of any character relating to, or whose value is related to, any such interest or other ownership interest in Mariposa Intermediate, whether or not arising under or in connection with any employment agreement and whether or not certificated, transferable, preferred, common, voting, or denominated “stock” or a similar security.

  • Private Placement Transaction means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.

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

  • Subsidiary Guaranty Agreement means each unconditional guaranty agreement executed by the Subsidiary Guarantors in favor of the Administrative Agent for the ratable benefit of the Secured Parties, substantially in the form of Exhibit H, as amended, restated, supplemented or otherwise modified from time to time.

  • Subsidiary Joinder Agreement means a joinder to this Agreement, substantially in the form of Exhibit C.

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

  • Permitted Warrant Transaction means any call option, warrant or right to purchase (or substantively equivalent derivative transaction) on the Borrower’s common stock sold by the Borrower substantially concurrently with any purchase by the Borrower of a related Permitted Bond Hedge Transaction.

  • Lock-Up Shares has the meaning set forth in Section 4.1.

  • U.S. Subsidiary Guarantor means each U.S. Subsidiary which has executed and delivered to the U.S. Administrative Agent the U.S. Subsidiary Guaranty (or a supplement thereto).

  • Specified Guarantor means any Guarantor that is not an “eligible contract participant” under the Commodity Exchange Act (determined prior to giving effect to Section 11.12).

  • Foreign Guaranty means a Corporate Guaranty provided by an Affiliate of a Participant that is domiciled in a foreign country, and meets all of the provisions of Tariff, Attachment Q. Form 715 Planning Criteria: “Form 715 Planning Criteria” shall have the same meaning provided in the Operating Agreement.