MGP Shares definition

MGP Shares has the meaning set forth in Recital C.
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MGP Shares means the Class A Common Shares (as defined in the Amended and Restated LLC Agreement) of MGP.
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Examples of MGP Shares in a sentence

  • At the Closing, MGP Stockholder will convey ownership of the MGP Shares, free and clear of any and all Encumbrances.

  • All MGP Shares are validly issued and outstanding, fully paid, and non-assessable.

  • MGP Stockholder owns, beneficially and of record, and has good, valid, and marketable title to and the right to transfer to Purchaser, all of the MGP Shares, free and clear of any and all Encumbrances.

  • No Person other than Purchaser has any written or oral agreement, arrangement or understanding or option to or any right or privilege (whether by law, preemption, or contract) that is an agreement, arrangement, understanding, or option for the purchase or acquisition from MGP Stockholder of any MGP Shares.

  • Without limiting the generality of the foregoing, the Partnership agrees to use its reasonable best efforts to remove (or cause to be removed) from the MGP Shares comprising the applicable portion of Redemption Consideration to be delivered at each Closing, at no cost to the Redeemed Limited Partner, any restrictive legend restricting the resale of such MGP Shares.

  • Your Application is unconditional and may not be withdrawn even if the market price of MGP Shares is less than the Issue Price.

  • The New Shares may not be offered, sold or otherwise transferred in the United States except in a transaction exempt from, or not subject to, the registration requirements of the Securities Act and the applicable securities laws of any state or other jurisdiction in the United States.SPP Terms and Conditions If you participate in the SPP (by making payment by BPAY), you are accepting the risk that the market price of MGP Shares may change between the Opening Date and the Issue Date.

  • Shareholders who are registered holders of MGP Shares at 7.00pm (AEDT) on Wednesday, 11 October 2017 (Record Date) with a registered address either in Australia or New Zealand (provided that such Shareholder is not in the United States, or acting for the account or benefit of a person in the United States) (Eligible Shareholder) are eligible to participate in the SPP.

  • The SPP does not constitute an offer of MGP Shares for sale in any other jurisdiction.

  • There is a risk that the market price of MGP Shares may rise or fall between the date of the offer under this Offer Booklet and the time of issue of New Shares under the SPP.

Related to MGP Shares

  • Co-op Shares Shares issued by private non-profit housing corporations.

  • 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.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • LP Units means the non-voting limited partnership units in the capital of BEP, other than the Preferred Units, including any LP Units issued pursuant to the Redemption-Exchange Mechanism.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

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

  • Merger Shares has the meaning set forth in Section 2.2(c).

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

  • ASA Shares has the meaning set forth in 2.4(a).

  • A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;

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

  • Unit Shares means the Common Shares comprising part of the Units;

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

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Fully Diluted Shares means the sum, without duplication, of (a) the number of shares of Common Stock issued and outstanding immediately prior to the Effective Time, (b) the number of shares of Preferred Stock that are issued and outstanding immediately prior to the Effective Time and (c) the number of shares of Common Stock underlying the Restricted Stock Units or any other equity or other convertible securities that are issued and outstanding immediately prior to the Effective Time.

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

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Company Units has the meaning set forth in the Recitals.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Public Shares means 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.

  • OP Units means units of limited partnership interest in the Operating Partnership.

  • Common Units means common units representing limited partner interests in the Partnership.

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

  • Sold Shares shall have the meaning specified in Section 6.

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