Pill Rights definition

Pill Rights means any rights issued by the Company pursuant to any so-called “poison pill” or similar Company rights plan entitling all holders of equity interests of the Company to subscribe for or purchase equity interests of the Company, which rights are not exercisable until a determination by the Company’s Board of Directors that one or more Persons or “groups” (as defined in Rule 13d-5(b)(1) under the 1934 Act) has acquired beneficial ownership of Common Shares in excess of the percentage threshold specified in such plan.
Pill Rights means any rights issued by the Company pursuant to any so-called "poison pill" or similar Company rights plan entitling all holders of equity interests of the Company to subscribe for or purchase equity interests of the Company, which rights are not exercisable until a determination by the Company's Board of Directors that one or more Persons or "groups" (as defined in Rule 13d-5(b)(1) under the Exchange Act) has acquired beneficial ownership of Common Shares in excess of the percentage threshold specified in such plan.

Examples of Pill Rights in a sentence

  • The Holder, as the holder of this Note, shall be entitled to receive such dividends paid and distributions (other than Pill Rights) made to the holders of Common Shares to the same extent as if the Holder had converted this Note into Common Shares (without regard to any limitations on conversion herein or elsewhere) and had held such Common Shares on the record date for such dividends and distributions.

  • By notice to Montreal Trust Company dated April 25, 1997, the Offeror has amended its offer dated March 25, 1997, as extended to April 29, 1997, pursuant to which the Offeror is offering to purchase all of the issued and outstanding Common Shares of Merfin, together with associated Poison Pill Rights.

  • Cannon President and Chief Executive Officer 2.1-18 CIRCULAR The following information is supplied with respect to the accompanying Offer dated March 25, 1997 by the Offeror to purchase all of the issued and outstanding Common Shares and associated Poison Pill Rights (including Common Shares issued on the exercise of currently outstanding options, Convertible Debentures or rights (other than Poison Pill Rights) to acquire Common Shares).

  • Any holder of such options, Convertible Debentures or other rights, other than Poison Pill Rights, who wishes to accept the Offer must, to the extent permitted thereby and hereby, exercise such options or rights or convert the Convertible Debentures in order to obtain certificates representing Common Shares and deposit such Common Shares in accordance with the Offer.

  • It is a condition of the Offer that the Board of Directors of Merfin shall have redeemed all outstanding Poison Pill Rights or waived the application of the Poison Pill to the purchase of securities by the Offeror under the Offer, a Compulsory Acquisition and any Subsequent Acquisition Transaction or that the Offeror is otherwise satisfied that the Poison Pill does not affect the Offer, a Compulsory Acquisition and any Subsequent Acquisition Transaction proposed by the Offeror.

  • Yes Describe the matching contributionsThe entire $9,731,861 match being provided for NYC Connected Communities, representing 39% of total program costs, is in cash.

  • See also Note, The Solely for Voting Stock Requirement: Are Poison Pill Rights Permissible Attributes of Stock in a “B” Reorganization?, 41 Tax Law.

  • By notice to Montreal Trust Company dated May 15, 1997, the Offeror has amended its offer dated March 25, 1997, as extended to May 15, 1997, pursuant to which the Offeror is offering to purchase all of the issued and outstanding Common Shares of Merfin, together with associated Poison Pill Rights.

  • Holders of Poison Pill Rights, when depositing their Common Shares, will be deemed to have deposited the Poison Pill Rights associated with those Common Shares.

  • The Poison Pill Rights issued and outstanding under the Poison Pill Rights Plan must have been redeemed or otherwise terminated by the Board, or Harbinger must be satisfied in its reasonable discretion that the Poison Pill Rights are otherwise inapplicable to the Offer, Purchaser or any affiliate or associate of Harbinger.

Related to Pill Rights

  • Call Rights As defined in Section 9.01(f).

  • poison means any drug, chemical, or preparation likely to be deleterious or destructive to adult human life in quantities of four grams or less.

  • Rights or Options means warrants, options or other rights to purchase or acquire shares of Common Stock or Convertible Securities.

  • Rights Plan means a plan of the Company providing for the issuance by the Company to all holders of its Common Stock of rights entitling the holders thereof to subscribe for or purchase shares of Common Stock or any class or series of preferred stock, which rights (i) are deemed to be transferred with such shares of Common Stock, (ii) are not exercisable and (iii) are also issued in respect of future issuances of Common Stock, in each case until the occurrence of a specified event or events.

  • Rights means, with respect to any Person, warrants, options, rights, convertible securities and other arrangements or commitments which obligate the Person to issue or dispose of any of its capital stock or other ownership interests.

  • Preemptive Rights is defined in Section 4.8(b).

  • Original Rights shall have the meaning set forth in the definition of "Beneficial Owner" above.

  • Stock Purchase Rights means any warrants, options or other rights to subscribe for, purchase or otherwise acquire any shares of Common Stock or any Convertible Securities.

  • Step-In Rights means the right of one party to assume an intervening position to satisfy all terms of an agreement in the event the other party fails to perform its obligations under the agreement.

  • Preferential Rights means any right or agreement that enables any Person to purchase or acquire any Asset or any interest therein or portion thereof as a result of or in connection with (a) the sale, assignment or other transfer of any Asset or any interest therein or portion thereof, or (b) the execution or delivery of this Agreement or the consummation or performance of the terms and conditions contemplated by this Agreement.

  • Call Right The right of the holder thereof (or any successor), as named in the applicable Supplement, to purchase Certificates from the Holders thereof or to purchase Underlying Securities from the Trust.

  • Equity Rights means, with respect to any Person, any subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including any shareholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, such Person.

  • Purchase Rights shall have the meaning set forth in Section 5(c).

  • Controlled Shares in reference to any person means all shares of the Company directly, indirectly or constructively owned by such person as determined pursuant to Section 958 of the Code.

  • Sui Generis Database Rights means rights other than copyright resulting from Directive 96/9/EC of the European Parliament and of the Council of 11 March 1996 on the legal protection of databases, as amended and/or succeeded, as well as other essentially equivalent rights anywhere in the world.

  • Preemptive Right has the meaning set forth in Section 9.6(a).

  • Rights Offering Shares means the shares of New Common Stock (including all Unsubscribed Shares purchased by the Commitment Parties pursuant to this Agreement) distributed pursuant to and in accordance with the Rights Offering Procedures.

  • Trade Secret Rights means the rights of an Assignor in any Trade Secret it holds.

  • Financial Rights means a Member's rights as a member of the LLC (a) to share in Net Income and Net Loss to the extent provided in this Agreement, and (b) to share in distributions to the extent provided in this Agreement.

  • Rights Offering has the meaning set forth in Section 4.1(b);

  • Company Rights means the preferred stock purchase rights issued pursuant to the Company Rights Agreement.

  • Use Rights means the license terms and terms of service for each Product published on the Licensing Site and updated from time to time. The Use Rights supersede the terms of any end user license agreement that accompanies a Product. License terms for all Products are published in the Product Terms. Terms of service for Online Services are published in the Online Services Terms.

  • Restricted Stock Purchase Right means a right to purchase Stock granted to a Participant pursuant to Section 8.

  • Commercial Rights means any and all rights of a commercial nature connected with the Event including, without limitation, broadcasting rights, sponsorship rights, merchandising and licensing rights, ticketing rights, promotional rights, catering and hospitality rights, New Media rights and interactive games rights;

  • Stock Appreciation Rights or “SAR” means a right granted to a Participant under Section 6(c).

  • First Refusal Right means the right granted to the Corporation in accordance with Article E.