Incremental Shares definition

Incremental Shares has meaning set forth in Section 3.2(b).
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Incremental Shares means the number of shares equal to the sum of (a) the Spinco Shares Incremental Increase and (b) the Spinco Shares Additional Amount. For illustrative purposes only, Section 1.1 of the Company Disclosure Schedules sets forth the calculations of Incremental Shares and related terms as if the Company Diluted Shares Outstanding at Closing were the same as they are in such schedule.”
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Incremental Shares has the meaning given in Section 3(c)(i).
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Examples of Incremental Shares in a sentence

  • At the Closing, subject to the terms and conditions hereof, the Company will instruct the Transfer Agent to deliver to the Investor, via book entry to the applicable balance account registered in the name of the Investor, the Firm Shares (and, if issued at the Closing, the Incremental Shares), against payment of the Purchase Price (less any portion of the Purchase Price paid at the closing of a Follow-On Offering) in U.S. dollars by wire transfer of immediately available funds to the order of the Company.

  • It is understood that the several Underwriters propose to offer the Securities (other than the Incremental Shares) for sale to the public and the Incremental Shares for sale to the Selling Securityholder, all as set forth in the Prospectus.

  • The number of shares to be purchased from each Underwriter, pursuant to this paragraph (c) shall be equal to the number of shares of Incremental Shares committed to be purchased by such Underwriter under this Agreement.

  • In the event that the Investor Group elects to dispose of the Incremental Shares as provided in this Section 4(b), the Purchaser shall provide written notice to the Company of such disposition and the purchase option granted to the Company pursuant to Section 4(a) shall apply only to those Incremental Shares which have not been so disposed of.

  • Said option may be exercised only to cover over-allotments in the sale of the Underwritten Securities (exclusive of the Incremental Shares) by the Underwriters.

  • Options, Reload Options and, during any period of restrictions on transferability, Incremental Shares, may not be sold, assigned, pledged, hypothecated or otherwise transferred by the Participant other than by will or the laws of descent and distribution, except as provided in this Section 16.

  • The Company may, but shall not be required to issue a stock certificate evidencing the issuance of Incremental Shares to a Participant.

  • For the avoidance of doubt, whether or not a Dragged Holder elects to give an Incremental Share Notice or sells any Incremental Shares, such Dragged Holder shall nonetheless be obligated to sell the percentage of such Holder’s Issuer Shares pursuant to the Drag-Along Sale as set forth in Section 14.15(b) (as reduced, to the extent applicable, by the immediately preceding sentence).

  • Incremental Shares Relating to $.56 Convertible Preference Shares - 391,302 4.

  • If the option provided for in Section 2(b) hereof shall have been exercised on or before the third Business Day prior to the Closing Date, delivery by the Selling Securityholder and payment by the Underwriters for the Option Securities shall be made immediately following the repurchase of the Incremental Shares referenced above.


More Definitions of Incremental Shares

Incremental Shares means the Voting Securities beneficially owned (as such term is defined in Rule 13d-3 under the Exchange Act) by such Purchaser or any of its Affiliates, in aggregate, in excess of 14.99% of the outstanding Voting Securities.
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Incremental Shares is hereby added as follows:
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Incremental Shares has the meaning set forth in recital A;
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Incremental Shares shall have the meaning set forth in Section 2.01(c).
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Incremental Shares shall have the meaning set forth in Section 2.01(c). “Indemnified Company Entities” shall have the meaning set forth in Section 8.02. “Indemnified Entities” shall have the meaning set forth in Section 8.02. “Indemnified Investor Entities” shall have the meaning set forth in Section 8.01. “Indemnified Party” shall have the meaning set forth in Section 8.04(a). “Indemnifying Party” shall have the meaning set forth in Section 8.04(a). “Investor” shall have the meaning set forth in the Preamble.
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Related to Incremental Shares

  • Capital Shares Equivalents means any securities, rights, or obligations that are convertible into or exchangeable for or give any right to subscribe for any Capital Shares of the Company or any warrants, options or other rights to subscribe for or purchase Capital Shares or any such convertible or exchangeable securities.

  • Series H Preferred Stock means the Corporation's Series H Convertible Preferred Stock, par value $0.004 per share.

  • Series B-1 Preferred Shares means the Company’s series B-1 preferred shares, par value US$0.00001 per share.

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.0001 per share.

  • Existing Preferred Stock means, collectively, the outstanding shares of the Series E 6% Convertible Preferred Stock of the Corporation.

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Series B-2 Preferred Shares means the Company’s series B-2 preferred shares, par value US$0.00001 per share.

  • Additional Shares shall have the meaning specified in Section 14.03(a).

  • Total Shares means (without double-counting), as of a particular date of determination, the algebraic sum of: (A) the Initial Shares, plus (B) the Additional Shares, minus (C) all Buyback Shares repurchased or redeemed between the Effective Date and such date of determination.

  • New Preferred Stock means the Convertible Series A Preferred Stock and the Series B Preferred Stock.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series A-1 Preferred Stock means shares of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share.

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

  • Series C Preferred Units shall have the meaning provided in Section 1.

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Class B Warrants means, collectively, the Common Stock purchase warrants in the form of Exhibit C attached hereto delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which warrants shall be exercisable immediately and have a term of exercise equal to one year.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Series D Preferred Stock means shares of the Company’s Series D Preferred Stock, par value $0.001 per share.

  • Applicable Stock Price means, in respect of a Conversion Date, the average of the Closing Sale Prices per share of Common Stock over the five-Trading Day period starting the third Trading Day following such Conversion Date.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.

  • Series E Preferred Stock means shares of the Company’s Series E Preferred Stock, par value $0.0001 per share.

  • Series A Shares means Series A currency hedged mutual fund shares and/or Series A non-currency hedged mutual fund shares of a fund, as applicable.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.