Participating Securityholder shall have the meaning provided in Section 5(b).

Participating Securityholder means, as of immediately prior to the Closing, each (i) holder of shares of Company Common Stock (including shares of Company Restricted Stock that have been issued) as of immediately prior to the Effective Time, (ii) holder of shares of Company Preferred Stock as of immediately prior to the Effective Time, (iii) holder of Company Warrant(s), (iv) holder of Company Option(s), and (v) holder of Company Convertible Notes.

Participating Securityholder means each holder of Common Stock (with respect only to the Common Stock held by such holder unless such holder has executed a Joinder Agreement), each holder of Series A Preferred Stock, each holder of Series B Preferred Stock, each holder of Cashed-Out Options, each Warrantholder and each other Securityholder that has executed and delivered a Joinder Agreement to the Company and the Parent.

Examples of Participating Securityholder in a sentence

Any portion of the Merger Consideration that remains undistributed to any Participating Securityholder for failure to satisfy the conditions of Section 3.2(b)(iii) for one (1) year after the Effective Time shall be delivered to Jupiter, upon demand, and any Participating Securityholder who has not theretofore complied with this Section 3.2 shall thereafter look only to Jupiter for such holder’s portion of the Merger Consideration.
None of the Exchange Agent or the Surviving Company shall be liable to any Participating Securityholder for any Jupiter Common Stock (or dividends or distributions with respect thereto) or cash delivered to a public official pursuant to any abandoned property, escheat or similar Law.
To the extent that amounts are so deducted or withheld and timely paid to the applicable Governmental Authority in accordance with the BCA, such deducted or withheld amounts shall be treated for all purposes of this Agreement as having been paid, issued or transferred to the Participating Securityholder (or intended recipients) in respect of which such deduction and withholding was made.

More Definitions of Participating Securityholder

Participating Securityholder has the meaning attributed thereto in SECTION 2.1(a) and SECTION 2.2(a)(i), as the case may be.

Participating Securityholder means (i) each holder of a share of Common Stock (other than any Appraisal Shares) issued and outstanding immediately prior to the Effective Time (including each holder of Convertible Debentures that has converted such holder’s Convertible Debenture into, or exchanged such holder’s Convertible Debentures for, shares of Common Stock or Merger Consideration prior to or at the Effective Time pursuant to Section 3.6(a)(i)) that has duly delivered a Letter of Transmittal (modified as appropriate for purposes of a conversion of a Convertible Debenture into, or exchange of a Convertible Debenture for, Merger Consideration, as applicable) and (ii) each Converting Holder that converts such Convertible Debenture into Subordinate Shares after the Closing as contemplated by Section 3.6(a).

Participating Securityholder means each (a) Non-Dissenting Stockholder that holds shares of Company Preferred Stock as of immediately prior to the Effective Time and (b) Management Carveout Plan Recipient.

Participating Securityholder means each Company Shareholder, each holder of Company Options, each holder of Company RSUs and the Company Warrantholder, in each case as of immediately prior to the First Effective Time.

Participating Securityholder means each Non-Dissenting Stockholder and each holder of Company Options as of immediately prior to the Effective Time.

Participating Securityholder means each Participating Stockholder and each Participating Optionholder.

Participating Securityholder means each holder of a share of Common Stock (other than any Appraisal Shares) and each holder of a Warrant, in each case issued and outstanding immediately prior to both (i) the Effective Time and (ii) the effectiveness of the transfer by the Electing Canadian Resident Shareholders of their shares of Common Stock to Curaleaf pursuant to Section 2.4(a), and the holder of which has duly delivered the applicable Payment Documents.