Offering Stockholder Notice definition

Offering Stockholder Notice has the meaning set forth in Section 3.02(b).
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Offering Stockholder Notice has the meaning set forth in Section 6.04(b)(ii).
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Offering Stockholder Notice means written notice sent by the Offering Stockholder to the Other Stockholders (as defined hereinafter) stating that it has received a Bona Fide offer, containing a true and complete copy of the Bona Fide Offer and specifying (i) the number of Offered Shares to be sold by the Offering Stockholder; (ii) the per share purchase price and all terms and conditions of the Bona Fide Offer, including a description of any non-cash consideration in sufficient detail to permit the valuation thereof; (iii) the name(s), address(es) of the offeror or offerors; and (iv) the proposed date, time and location of the closing of the transfer of the Offered Shares (as defined herein), which shall be not less than sixty (60) calendar days from the date of the Offering Stockholder Notice. Any notice that does not contain all such requisite information shall not be considered an "Offering Stockholder Notice" for the purposes of Section 3.02 hereof.
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Examples of Offering Stockholder Notice in a sentence

  • If the Offering Stockholder does not Transfer the Offered Shares within such period, the rights provided under this Section 2.03 shall be deemed to be revived and the Offered Shares shall not be Transferred to the Third Party Purchaser or otherwise pursuant to this Section 2.03 unless the Offering Stockholder sends a new Offering Stockholder Notice in accordance with, and otherwise complies with, this Section 2.03.

  • Entries by telephone are not accepted.d) No entry fee will be refunded unless notice of withdrawal is received before the closing date for entries.e) Clubs/Player(s) should send entries on the official form, together with the entry fee, to the Competition Organiser.f) It is the responsibility of the Clubs/Player(s) to ensure that the entry has been received.g) The SLCGA Committee reserves the right to refuse an entry without assigning a reason for its decision which shall be final.

  • However, many Chinese firms made investment decisions based on incomplete information, forming a "wave" that resulted in concentrated investment in particular industries.

  • The Offering Stockholder Notice shall constitute the Offering Stockholder’s offer to sell the Offered Shares to the other 5% Stockholders.

  • Upon receipt of the Offering Stockholder Notice, each ROFR Rightholder shall have ten Business Days (the “ ROFR Notice Period”) to elect to purchase all (and not less than all) of the Offered Shares by delivering a written notice (a “ROFRNotice”) to the Offering Stockholder and the Company stating that it offers to purchase such Offered Shares on the terms specifiedin the Offering Stockholder Notice.

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  • The Offering Stockholder Notice shall constitute the Offering Stockholder's offer to Transfer the Offered Shares to the Company, which offer shall be irrevocable for the ROFR Notice Period (as hereinafter defined).

  • If the Offering Stockholder does not Transfer the Offered Shares within such period or, if such Transfer is not consummated within the Waived ROFR Transfer Period, the rights provided hereunder shall be deemed to be revived and the Offered Shares shall not be Transferred to the Third Party Purchaser unless the Offering Stockholder sends a new Offering Stockholder Notice in accordance with, and otherwise complies with, this Section 3.02.

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  • The Offering Stockholder Notice shall constitute the Offering Stockholder's offer to Transfer the Offered Shares to the ROFR Rightholders, which offer shall be irrevocable until the end of the ROFR Notice Period.

Related to Offering Stockholder Notice

  • Offering Shares means the Class A Shares sold in the Offering, whether such Class A Shares were purchased in the Offering or in the secondary market following the Offering and whether or not such holders are affiliates of the Sponsor.

  • Shelf Offering Notice has the meaning set forth in Section 2(d)(ii).

  • Offering Notice has the meaning set forth in Section 3.1(a).

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Rights Offering Shares means, collectively, the shares of New Common Stock issued in the Rights Offering.

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Offer Shares means the Hong Kong Offer Shares and the International Offer Shares being offered at the Offer Price under the Global Offering together with any additional Shares to be issued pursuant to the exercise of the Over-Allotment Option;

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Selling Holder means a Holder who is selling Registrable Securities pursuant to a Registration Statement.

  • Registrable Shares means (i) the Common Stock issuable or issued upon conversion pursuant to Section 2.5 of this Agreement, and (ii) any Common Stock or other securities issued or issuable in respect of shares referenced in (i) above, upon any stock split, stock dividend, recapitalization, or similar event; excluding in all cases, however, any Registrable Securities sold by a Person in a transaction in which such Person's rights under this Section 10 are not assigned.

  • Shelf Takedown Notice shall have the meaning given in subsection 2.1.3.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Underwritten Offering Notice has the meaning set forth in Section 2(b).

  • Qualifying Holder shall have the meaning ascribed thereto in Section 12 hereof.

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • Participating Investor any Participating Account, Participating Insurance Company or Participating Plan, including the Account and the Company.

  • Proposed Transfer Notice means written notice from a Key Holder setting forth the terms and conditions of a Proposed Key Holder Transfer.

  • Registration Notice has the meaning specified in Section 2.1(a).

  • Proposed Sale shall have the meaning set forth in Section 4.2(a).

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

  • Public Stockholders means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including the Sponsor (as defined below) to the extent it acquires such shares of Common Stock in the aftermarket (and solely with respect to such shares of Common Stock). “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.