Preemption Offering definition

Preemption Offering means any offering of Common Shares, Convertible Securities or other shares of Capital Stock of the Company by or on behalf of the Company other than:
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Preemption Offering means any proposed issuance and sale by the Company after the Original Issue Date and prior to the date of the Initial Public Offering of any shares of Common Stock or any Convertible Securities other than the following:
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Preemption Offering means any offering of Common Shares, Convertible Securities or other shares of Capital Stock of Atlantic by or on behalf of Atlantic other than an Exempt Offering.
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Examples of Preemption Offering in a sentence

  • Notwithstanding any other provision of this Section 3.1, no adjustment shall be made with respect to the issuance of Common Shares, Convertible Securities or other Capital Stock after the date hereof when such issuance constitutes a Preemption Offering.

  • The Holder shall have the right, during the period specified herein, to purchase any or all of the new Common Shares or Convertible Securities that it is entitled to purchase under this provision at the purchase price and on the terms stated in the Preemption Offering.

  • With respect to any of the new Common Shares or Convertible Securities not purchased by the Holder hereunder, the Company may during the period one hundred and eighty (180) days following the date of expiration of the Preemption Offering sell to any other Person or Persons all or any part of such Common Shares or Convertible Securities, but only on terms and conditions that are no more favorable to such Person or Persons or less favorable to the Company than those set forth in the Preemption Offering.

  • Notwithstanding any other provision of this Section 3.3, no adjustment shall be made with respect to the issuance of Common Shares, Convertible Securities or other Capital Stock after the date hereof when such issuance constitutes a Preemption Offering.

  • Notice by the Holder of its participation, in whole or in part, in the Preemption Offering shall be in writing and signed by the Holder and shall be delivered to the Company prior to the end of the period specified herein, setting forth the number of new Common Shares or Convertible Securities the Holder elects to purchase.

  • Following the path of socialism with Chinese characteristics, the mainland has improved its governance and maintained long-term economic growth; it enjoys a solid material foundation, a wealth of human resources, a huge market, strong resilience in development, and social stability.

  • If it elects to participate in the Preemption Offering, the Holder shall have the right to purchase, upon the same terms and conditions as those in such Preemption Offering, securities of each type issued in the Preemption Offering in a maximum number or amount equal to the Holder’s Prorata Share of the total number or amount of each such type of security offered.

  • If it elects to participate in such Preemption Offering, the Holder shall have the right to purchase, upon the same terms and condition as those provided for in such Preemption Offering, securities of each type issued in such Preemption Offering in a maximum number or amount equal to the Holder's Prorata Share of the total number or amount of each such type of security offered pursuant to such Preemption Offering.

  • The Holder may, in the sole exercise of its discretion, elect to participate in the Preemption Offering by giving written notice to the Company of its election to participate at least five (5) Business Days prior to the proposed commencement date of the Preemption Offering.

  • Such notice shall set forth: (i) the proposed commencement date for such Preemption Offering; (ii) the number and description of the securities to be offered in the Preemption Offering; (iii) the purchase price for such securities and (iv) other material terms of the Preemption Offering.


More Definitions of Preemption Offering

Preemption Offering means (i) any Rights Offering, (ii) the Company's issuance of any warrants, options or rights entitling any person to purchase Common Stock (or securities convertible into Common Stock) for cash consideration or non-cash consideration; and (iii) the Company's issuance of shares of Common Stock for cash consideration or non-cash consideration, other than (A) issuances of Common Stock pursuant to the conversion of any preferred stock issued under the Purchase Agreement, or outstanding as of the date hereof, or (B) the exercise of any warrants or options issued pursuant to the Purchase Agreement or as reflected on Schedule 6 of the Purchase Agreement. 1
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Preemption Offering shall not include (i) the issuance or sale of any options, warrants or similar instruments which are issued with respect to any employee or director stock option plan or other employee benefit plan of the Company which is in effect on the date of this Agreement, or (ii) the issuance or sale of Common Stock pursuant to the exercise or conversion of any options, warrants or similar instruments which are issued with respect to any employee or director stock option plan or other employee benefit plan of the Company which is in effect on the date of this Agreement; provided that the maximum number of options, warrants, similar instruments or shares of Common Stock which is subject to such plans is not greater than the number of options, warrants, similar instruments or shares of Common Stock, respectively, subject to such plans on the date of this Agreement.
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Preemption Offering means any proposed issuance and sale by the Company after the Original Issue Date and prior to the date of the Initial Public Offering of any shares of Common Stock or any Convertible Securities other than the following: (a) the issuance of the Warrant Shares subject to the Warrants and shares of Common Stock subject to the Prudential Warrant; (b) the issuance or sale of Common Stock pursuant to a rights offering in which the holder hereof elects to participate under the provisions of Section 3.5 of the New Warrant Certificates; (c) the issuance or sale of Common Stock or Convertible Securities in connection with the acquisition by the Company of a business, which issuance or sale has been approved by a unanimous vote of the Board of Directors of the Company; or (d) the issuance of shares of Common Stock pursuant to the Contingent Warrants.
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Related to Preemption Offering

  • Subscription Offering means the offering of the Conversion Stock to Participants.

  • Piggyback Offering has the meaning set forth in Section 8(a).

  • Initial Offering means the Company’s first firm commitment underwritten public offering of its Common Stock registered under the Securities Act.

  • Offering shall have the meaning ascribed to such term in Section 2.1(c).

  • Subsequent Offering means any further issuance of Interests in any Series, excluding any Initial Offering or Transfer.

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

  • Pending Underwritten Offering means, with respect to any Holder forfeiting its rights pursuant to this Section 4.5(l), any underwritten offering of Registrable Securities in which such Holder has advised the Company of its intent to register its Registrable Securities either pursuant to Section 4.5(a)(ii) or 4.5(a)(iv) prior to the date of such Holder’s forfeiture.

  • Marketed Underwritten Offering means any Underwritten Offering (including a Marketed Underwritten Shelf Take-Down, but, for the avoidance of doubt, not including any Shelf Take-Down that is not a Marketed Underwritten Shelf Take-Down) that involves a customary “road show” (including an “electronic road show”) or other substantial marketing effort by the Company and the underwriters over a period of at least 48 hours.

  • 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.

  • Offering Shares means the shares of Common Stock included in the Units issued pursuant to this Agreement and Investor Warrant Shares.

  • Public Offering means the sale in an underwritten public offering registered under the Securities Act of equity securities of the Company or a corporate successor to the Company.

  • public units means the state or a political subdivision or instrumentality of the state including a county, school corporation, special district, drainage district, unincorporated town or township, municipality, or municipal corporation or any agency, board, or commission of the state or a political subdivision; any court or public body; an electric power agency; federal and state grant moneys of a quasi-public state entity under Iowa Code section 12C.1, subsection (2e), and this chapter. Public units additionally include, but are not limited to:

  • Shelf Offering has the meaning set forth in Section 1(d)(i).

  • Underwritten Public Offering means an underwritten Public Offering, including any bought deal or block sale to a financial institution conducted as an underwritten Public Offering.

  • 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.

  • Community Offering means the offering for sale by the Holding Company of any shares of Conversion Stock not subscribed for in the Subscription Offering to such Persons within or outside the State of Louisiana as may be selected by the Holding Company and the Bank in their sole discretion and to whom a copy of the Prospectus is delivered by or on behalf of the Holding Company.

  • Offered Units shall have the meaning set forth in Section 11.1 hereof.

  • New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.

  • Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.

  • Underwritten Takedown means an underwritten public offering of Registrable Securities pursuant to the Resale Shelf Registration Statement, as amended or supplemented.

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.

  • Underwritten Registration or Underwritten Offering A registration in which securities of the Company are sold to an underwriter for reoffering to the public.

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

  • Offerees has the meaning set forth in Section 5.4(a).

  • Participating Underwriter means any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds.

  • Primary Offering means the portion of an Offering other than the Shares offered pursuant to the Company’s distribution reinvestment plan.