Legacy Shareholders definition

Legacy Shareholders has the meaning set forth in Section 2.2.
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Legacy Shareholders means any Persons set forth in Exhibit A attached hereto who receive Shares issued by the Company as consideration for the acquisition of Newegg Inc., a Delaware company, together with any Affiliates of such Person who are Transferred such Shares;
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Legacy Shareholders means the Vendors listed in Part 1E of Schedule 1.
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Examples of Legacy Shareholders in a sentence

  • This performance fee is calculated as 20% of the net divestment proceeds in excess of Effective Date NAV of Legacy Shares, after net divestment proceeds equal to the Effective Date NAV have been disbursed to Legacy Shareholders.

  • The Rights shall be issued and distributed to the Legacy Shareholders at no cost to such shareholders.

  • Those Persons that are determined by the current board of directors of PubCo (the “PubCo Board”) to be shareholders of PubCo (“PubCo Legacy Shareholders”) as of the close of business on the date determined by PubCo Board (the “Record Date”) shall be the PubCo Legacy Shareholders for purposes of the Transaction and the Separation Agreement, as applicable.

  • Immediately upon creation of the Trust, the Company hereby agrees that the Company and the Trust shall execute a letter agreement, in a form satisfactory to the Subscribers (the “Letter Agreement”), pursuant to which the Trust shall agree to be liable for all taxes which the Company may become obligated for as a result of the distribution of sale proceeds to the Legacy Shareholders when any assets in the Trust are liquidated.

  • Kravitz granted Carolina’s motion for summary judgment, ruling that Carolina’s denial of coverage was proper under the terms of its policy.5 Judge Kravitz concluded that “the Legacy Shareholders were former directors and/or officers within the meaning of the Carolina policy and that suits by former directors and officers .

  • As promptly as reasonably practicable following the date of this Agreement, the Company will commence the Rights Offering (as defined in Section 5.17(a)), in which the Company will distribute to Legacy Shareholders (as defined in Section 5.17(a)), at no charge, non-transferable subscription rights to purchase shares of Common Stock as set forth in Section 5.17 at a price per share of $4.55 (the “Per Share Rights Purchase Price”).

  • The foregoing restriction is expressly agreed to preclude such Legacy Shareholder from engaging in any hedging or other transaction which is designed to, or which reasonably could be expected to lead to or result in a sale or disposition of the covered shares even if such covered shares would be disposed of by someone other than such Legacy Shareholders.

  • For purposes of this Agreement, “Unsubscribed Shares” means that number of Common Shares determined as follows: (1) the maximum number of Common Shares permitted to be sold under Section 5.14(b), minus (2) the number of Common Shares actually subscribed for by the Legacy Shareholders.

  • Accordingly, the performance fee payable under the Management Agreement provides that the Manager will receive 20% of the net divestment proceeds in excess of Effective Date NAV of the Legacy Shares, after net divestment proceeds equal to their Effective Date NAV have been disbursed to Legacy Shareholders.

  • ROC curves, which are created as a result of drawing the correlation of test’s sensitiveness (Y axis) in Specificity function (X axis), are served for this purpose.


More Definitions of Legacy Shareholders

Legacy Shareholders means those persons listed on Schedule C hereto, subject to the provisions of Section 13.5(g) of this Agreement.
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Legacy Shareholders means, collectively, each person that owns common stock of the Company immediately prior to the closing of the Transaction, which in no event shall include any of the Investors.
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Related to Legacy Shareholders

  • Company Shareholders means holders of Company Shares.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Target Shareholders means the holders of Target Shares;

  • Existing Shareholders means the officers, directors and shareholders of the Company prior to the Offering; (c) “Initial Ordinary Shares” shall mean all of the Ordinary Shares owned by an Existing Shareholder prior to the Offering (and shall include any Ordinary Shares issued as dividends with respect to such shares); (d) “Public Shareholders” shall mean the holders of securities issued in the Offering; (e) “Trust Account” shall mean the trust account established for the benefit of the Public Shareholders into which a portion of the net proceeds of the Offering will be deposited; and (f) the “Extended Period” shall mean the additional 12-month period to approve a Business Combination as more specifically described in the Registration Statement.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Ordinary Shareholders means the holders of Ordinary Shares;

  • Principal Shareholders means Xxxx Xxxxxxx, Xxxxx Xxxxxxx, Xxxxxxx Xxxxx, Xxxxx Xxxxxxxxxx, Xxxxxxx Xxxxx and Xxxx Persons.

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Common Stockholders means holders of shares of Common Stock.

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Initial Shareholders means the Sponsor and any Insider that holds Founder Shares; (v) “Private Placement Warrants” shall mean the 6,000,000 warrants (or 6,600,000 warrants if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $6,000,000 (or $6,600,000 if the over-allotment option is exercised in full), or $1.00 per warrant, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vi) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; and (viii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Exchange Act, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b).

  • Parent Stockholders means the holders of Parent Common Stock.

  • Company Shareholder means a holder of Company Shares.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

  • Preferred Shareholders means the holders of Preferred Shares.

  • Company Shareholder Meeting means a duly convened meeting of the Company’s shareholders called to obtain the Company Shareholder Approval, or any valid adjournment or postponement thereof made in accordance with this Agreement.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.

  • Controlling Shareholders means controlling shareholders of the Company, as such term is defined in the Ordinance.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

  • Selling Shareholders has the meaning given to such term in the Preamble to this Agreement;

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.