Overnight Underwritten Offering definition

Overnight Underwritten Offering means an underwritten offering that is launched after the close of trading on one trading day and priced before the open of trading on the next succeeding trading day.
Overnight Underwritten Offering has the meaning specified therefor in Section 2.02(b) of this Agreement.
Overnight Underwritten Offering means an Underwritten Offering that is expected to be launched after the close of trading on one trading day and priced before the open of trading on the next succeeding trading day.

Examples of Overnight Underwritten Offering in a sentence

  • Notwithstanding anything to the contrary in this Section 2(e)(i), if the Underwritten Offering pursuant to this Section 2(e)(i) is a “bought deal” (other than a variable price reoffer) or Overnight Underwritten Offering and the Managing Underwriter advises the Company that the giving of notice pursuant to this Section 2(e)(i) would have an adverse effect on the price, timing or distribution of the Class A Common Stock in such Underwritten Offering, no such notice shall be required.


More Definitions of Overnight Underwritten Offering

Overnight Underwritten Offering is defined in Section 2.02(b).
Overnight Underwritten Offering means an Underwritten Offering other than a Marketed Underwritten Offering.
Overnight Underwritten Offering has the meaning specified therefor in Section 2.2(b) of this Agreement. “Parity Holders” has the meaning specified therefor in Section 2.2(c) of this Agreement. “Person” means any natural person, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, foundation, unincorporated organization or government or other agency or political subdivision thereof. “Piggyback Offering” has the meaning specified therefor in Section 2.2(a) of this Agreement. “Purchase and Sale Agreement” has the meaning specified therefor in the recitals of this Agreement. “Registrable Securities” means the Securities, upon original issuance thereof, or any shares or other securities issued in respect of such Registrable Securities because of or in connection with any stock dividend, stock distribution, stock split, purchase in any rights offering or in connection with any exchange for or replacement of such Registrable Securities or any combination of shares, recapitalization, merger or consolidation, or any other equity securities issued pursuant to any other pro rata distribution with respect to the Common Stock or other Registrable Securities, until such time as such securities cease to be Registrable Securities pursuant to Section 1.2 hereof. “Registration Expenses” has the meaning specified therefor in Section 2.7(a) of this Agreement. “Rule 144” means Rule 144 promulgated under the Securities Act or any similar rule or regulation hereafter adopted by the SEC having substantially the same effect as such rule. “SEC” means the U.S. Securities and Exchange Commission (or any successor agency). “Securities” means the 1,500,000 shares of Common Stock issued pursuant to the Purchase and Sale Agreement. “Selling Expenses” means all underwriting discounts, selling commissions or similar fees or arrangements or stock transfer taxes allocable to the sale of the Registrable Securities, and fees and disbursements of counsel to the Selling Holders, other than those fees and disbursements of counsel required to be paid by the Company pursuant to Section 2.7(a) of this Agreement. “Selling Holder” means a Holder who is selling Registrable Securities pursuant to a registration statement. “Underwritten Offering” means an offering in which Common Stock is sold to an underwriter on a firm commitment basis for reoffering to the public or an offering that is a “bought deal” or a “broker-facilitated” transaction with one or more investment banks. As u...
Overnight Underwritten Offering has the meaning specified therefor in Section 2.2(b) of this Agreement. “Parity Holders” has the meaning specified therefor in Section 2.2(c) of this Agreement. “Person” means any natural person, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, foundation, unincorporated organization or government or other agency or political subdivision thereof. “Piggyback Offering” has the meaning specified therefor in Section 2.2(a) of this Agreement. “Purchase and Sale Agreement” has the meaning specified therefor in the recitals of this Agreement. “Registrable Securities” means the Securities, upon original issuance thereof, or any shares or other securities issued in respect of such Registrable Securities because of or in connection with any stock dividend, stock distribution, stock split, purchase in any rights offering or in connection with any exchange for or replacement of such Registrable Securities or any combination of shares, recapitalization, merger or consolidation, or any other equity securities issued pursuant to any other pro rata distribution with respect to the Common Stock or other Registrable Securities, until such time as such securities cease to be Registrable Securities pursuant to Section 1.2 hereof. “Registration Expenses” has the meaning specified therefor in Section 2.7(a) of this Agreement. “Rule 144” means Rule 144 promulgated under the Securities Act or any similar rule or regulation hereafter adopted by the SEC having substantially the same effect as such rule. “SEC” means the U.S. Securities and Exchange Commission (or any successor agency). “Securities” means the 1,500,000 shares of Common Stock issued pursuant to the Purchase and Sale Agreement. “Selling Expenses” means all underwriting discounts, selling commissions or similar fees or arrangements or stock transfer taxes allocable to the sale of the Registrable Securities, and fees and disbursements of counsel to the Selling Holders, other than those fees and disbursements of counsel required to be paid by the Company pursuant to Section 2.7(a) of this Agreement. “Selling Holder” means a Holder who is selling Registrable Securities pursuant to a registration statement. “Underwritten Offering” means an offering in which Common Stock is sold to an underwriter on a firm commitment basis for reoffering to the public or an offering that is a “bought deal” or a “broker-facilitated” transaction with one or more investment banks. As u...

Related to Overnight Underwritten Offering

  • Underwritten Offering means a Registration in which securities of the Company are sold to an Underwriter in a firm commitment underwriting for distribution to the public.

  • Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.

  • Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.

  • Piggyback Registration shall have the meaning given in subsection 2.2.1.

  • Managing Underwriter means, with respect to any Underwritten Offering, the book running lead manager of such Underwritten Offering.

  • Demand Registration shall have the meaning given in subsection 2.1.1.