IPO Common Unit Purchase definition

IPO Common Unit Purchase has the meaning set forth in Section 3.03(b).
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IPO Common Unit Purchase has the meaning set forth in Section 3.03(c). “IPO Common Unit Purchase Agreement” means that certain Common Unit Purchase Agreement, dated as of the date hereof, by and among the Corporation, the Company and the Original Members. “IPO Net Proceeds” has the meaning set forth in the recitals to this Agreement. “Joinder” means a joinder to this Agreement, in form and substance substantially similar to Exhibit A to this Agreement. “Law” means all laws, statutes, ordinances, rules and regulations of the United States, any foreign country and each state, commonwealth, city, county, municipality, regulatory body, agency or other political subdivision thereof. “LLC Employee” means an employee of, or other service provider to, the Company or any Subsidiary, in each case acting in such capacity.
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Examples of IPO Common Unit Purchase in a sentence

  • The parties hereto acknowledge and agree that the IPO Common Unit Purchase will result in a “reevaluation of partnership property” and corresponding adjustments to Capital Account balances as described in Section 1.704-1(b)(2)(iv)(f) of the Treasury Regulations.

  • The IPO Common Unit Purchase shall be reflected on the Schedule of Members.

  • The Members hereby approve the IPO Common Unit Purchase Agreement.

  • At the Effective Time and concurrently with the IPO Common Unit Purchase and the Blocker Roll Up, the Corporation shall be admitted to the Company as a Member.

  • The IPO Common Unit Subscription and the IPO Common Unit Purchase shall be reflected on the Schedule of Members.

  • At the Effective Time and concurrently with the IPO Common Unit Purchase, the Corporation shall be admitted to the Company as a Member.

  • The Members hereby approve the Class B Subscription and IPO Common Unit Purchase Agreement and the IPO Common Unit Purchase Agreement in the forms heretofore provided to each such Member, together with such modifications, revisions or amendments as the Manager may approve in its discretion.

  • Profits, Losses and other Company items shall be allocated between the transferor and the Assignee according to Code Section 706, using any permissible method as determined in the reasonable discretion of the Manager (provided, however, that, in respect of the IPO Common Unit Purchase, the Company shall use the interim closing method and the calendar day convention pursuant to Treasury Regulation 1.706-4).

  • At the Effective Time and concurrently with the IPO Common Unit Purchase Agreement and the MDP Blocker Sub Merger, the Corporation shall be automatically admitted to the Company as a Member.

  • The Members hereby approve each of the contracts or agreements between or among the Manager, the Company and their respective Affiliates entered into on or prior to the date of this Agreement in accordance with the Initial LLC Agreement or that the board of managers has approved in connection with the IPO as of the date of this Agreement, including the IPO Common Unit Subscription Agreement and the IPO Common Unit Purchase Agreement.

Related to IPO Common Unit Purchase

  • Initial Common Units means the Common Units sold in the Initial Offering.

  • Class A Common Units means a Common Unit which is designated as a “Class A Common Unit” and which has the rights, preferences and other privileges designated in Annex A hereto and elsewhere in this Agreement in respect of holders of Common Units.

  • Class A Common Unit means a Common Unit having the rights and obligations specified with respect to Class A Common Units in this Agreement.

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

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • New Common Stock means shares of Common Stock and/or securities convertible into, and/or other rights exercisable for, Common Stock, which are offered or sold in a New Transaction.

  • Common Unit means a common unit representing a limited partner interest in the Partnership having the rights set forth in the Partnership Agreement.

  • Per Unit Purchase Price equals $0.8670, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur between the date of this Agreement and the applicable Closing Date.

  • Common Units is defined in the Partnership Agreement.

  • Common Unit Price has the meaning specified in Section 2.1(b).

  • Common Unit Economic Balance means (i) the Capital Account balance of the General Partner, plus the amount of the General Partner’s share of any Partner Minimum Gain or Partnership Minimum Gain, in either case to the extent attributable to the General Partner’s ownership of Partnership Common Units and computed on a hypothetical basis after taking into account all allocations through the date on which any allocation is made under Section 6.2.D hereof, divided by (ii) the number of the General Partner’s Partnership Common Units.

  • IPO Price means the initial public offering price of a REIT Share in the IPO.

  • REIT Shares Amount means a number of REIT Shares equal to the product of the number of Partnership Units offered for exchange by a Tendering Party, multiplied by the Conversion Factor as adjusted to and including the Specified Redemption Date; provided that in the event the General Partner issues to all holders of REIT Shares rights, options, warrants or convertible or exchangeable securities entitling the stockholders to subscribe for or purchase REIT Shares, or any other securities or property (collectively, the “rights”), and the rights have not expired at the Specified Redemption Date, then the REIT Shares Amount shall also include the rights issuable to a holder of the REIT Shares Amount of REIT Shares on the record date fixed for purposes of determining the holder of REIT Shares entitled to rights.

  • REIT Shares means shares of common stock, $0.01 par value per share, of the Company.

  • REIT Share means a share of common stock, par value $.01 per share, of the General Partner.

  • Over-Allotment Units means the additional number of Private Units the Sponsor will be required to purchase in the event that the underwriters in the Company’s initial public offering exercise their over-allotment option, as described in the prospectus relating to the Company’s initial public offering.

  • Holdings Common Stock means the common stock of Holdings, par value $.01 per share.

  • IPO means the Company’s first underwritten public offering of its Common Stock under the Securities Act.

  • Class A Common Shares means class A common shares of a nominal or par value of US$0.00001 each in the capital of the Company having the rights provided for in the Memorandum and Articles of Association, and any shares into which such class A common shares may be converted.

  • Class B Common Units has the meaning set forth in Section 1(a) hereof.

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

  • General Partner Unit means a fractional part of the General Partner Interest having the rights and obligations specified with respect to the General Partner Interest. A General Partner Unit is not a Unit.

  • Class B Common Unit means one of that certain class of Common Units with those special rights and obligations specified in this Agreement as being appurtenant to a “Class B Common Unit”.

  • Partnership Unit Economic Balance means (i) the Capital Account balance of the General Partner plus the amount of the General Partner’s share of any Partner Minimum Gain or Partnership Minimum Gain, in each case to the extent attributable to the General Partner’s Partnership Units divided by (ii) the number of the General Partner’s Partnership Units.

  • General Partner Units has the meaning assigned to such term in the Partnership Agreement.