Holder Shelf Offering definition

Holder Shelf Offering has the meaning given to that term in Section 3.2(a) of this Agreement.
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Holder Shelf Offering has the meaning assigned to such term in Section 4.2(b).
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Holder Shelf Offering. As defined in Section 2.1(b).
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Examples of Holder Shelf Offering in a sentence

  • Notwithstanding any other provision of this Agreement, no Holder may include any of its Registrable Securities in a Holder Shelf Offering pursuant to this Agreement unless the Holder shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 7.2 (the “Selling Holder Information”).

  • Notwithstanding any other provision of this Agreement, no Holder may include any of its Registrable Securities in a Holder Shelf Offering pursuant to this Agreement unless the Holder shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 5.2 (the “Selling Holder Information”).

  • No Holder shall be entitled to request that a Holder Shelf Offering be an underwritten offering if, as of the date of such request, three (3) Demand Registrations have already been effected.

  • Such request will specify the number or principal amount, as the case may be, of Registrable Securities proposed to be sold and will also specify the intended method of disposition thereof, which method of disposition may be, at the election of such Holder, an underwritten offering; provided, however, that any -------- Holder Shelf Offering that is an underwritten offering shall count as one of the three Demand Registrations allowed to the Holders in the aggregate pursuant to Section 4.2(a).


More Definitions of Holder Shelf Offering

Holder Shelf Offering has the meaning assigned to such term in Section 3.2(a).
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Holder Shelf Offering shall have the meaning specified in --------------------- Section 4.4(c).
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Related to Holder Shelf Offering

  • Shelf Offering has the meaning set forth in Section 1(d)(i).

  • Shelf Offering Notice has the meaning set forth in Section 1(d)(i).

  • Shelf Registrable Securities has the meaning set forth in Section 1(d)(i).

  • Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.

  • Initial Shelf Registration See Section 3(a).

  • Subsequent Shelf Registration shall have the meaning given in subsection 2.3.2.

  • Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.

  • Piggyback Offering has the meaning set forth in Section 8(a).

  • Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.

  • Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.

  • Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.

  • Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.

  • Automatic Shelf Registration Statement means an “automatic shelf registration statement” as defined in Rule 405 promulgated under the Securities Act.

  • Shelf Holder has the meaning set forth in Section 2.02(c).

  • Initial Registrable Securities means (i) the Common Shares issued or issuable upon conversion of the Notes issued pursuant to the terms of the Securities Purchase Agreement, and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, or the Notes as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on conversion of the Notes.

  • Registrable Securities means (i) the Shares (if Common Stock) or all shares of Common Stock of the Company issuable or issued upon conversion of the Shares and (ii) any Common Stock of the Company issued as (or issuable upon the conversion or exercise of any warrant, right or other security which is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, any stock referred to in (i).

  • Piggyback Registration Statement has the meaning set forth in Section 3(a).

  • Registrable Shares means the shares of Common Stock (or such stock or securities as at the time are receivable upon the exercise of these Warrants) issuable upon exercise of the Warrants and shares or securities issued as a result of stock split, stock dividend or reclassification of such shares.

  • Shelf Registration Event shall have the meaning set forth in Section 2(b) hereof.

  • Public Offering means the sale in an underwritten public offering registered under the Securities Act of equity securities of the Company or a corporate successor to the Company.

  • Piggyback Registration shall have the meaning given in subsection 2.2.1.

  • Shelf Registration Event Date shall have the meaning set forth in Section 2(b) hereof.

  • Additional Registrable Securities means, (i) any Cutback Shares not previously included on a Registration Statement and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, the Warrants, the Warrant Shares, or the Cutback Shares, as applicable, as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on exercise of the warrants.

  • Initial Offering means the Company’s first firm commitment underwritten public offering of its Common Stock registered under the Securities Act.

  • Qualified Initial Public Offering means a public offering of the securities of Parent pursuant to an effective registration statement filed under the Securities Act, that is fully underwritten pursuant to a firm commitment contract and with respect to which the product of (a) the price to the public per share multiplied by (b) the aggregate number of offered shares will yield Net Offering Proceeds of at least $50,000,000.