Preemptive Right Holder definition

Preemptive Right Holder shall have the meaning specified in Section 5.1(a).
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Preemptive Right Holder means any Person holding the investment power (as such term is defined in Rule 13d-3 under the Exchange Act) with respect to Series A Stock which is a Greenspun Affiliate.
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Preemptive Right Holder means any Unitholder that is an “accredited investor” (as such term is defined in Regulation D promulgated under the Securities Act) beneficially owning, taken together with such Unitholder’s Affiliates, at least three percent (3%) of the outstanding Preemptive Right Units; provided, however, that other than Allianz Noteholder and SMH Noteholder, no Person shall be deemed to be a Preemptive Right Holder or entitled to notice or otherwise participate in any issuance of Preemptive Securities pursuant to Section 9.3, unless such Person has provided to the Company evidence (at such Person’s sole cost and expense), reasonably satisfactory to the Company, that it is a Preemptive Right Holder during the twelve-month period prior to the date the Company provides notice in accordance with Section 9.3(b) to each Preemptive Right Holder of its intent to undertake an issuance of New Securities.
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Examples of Preemptive Right Holder in a sentence

  • A Purchaser’s “Pro Rata Share” shall, for the purpose of this Section 4.4, be a fraction, the numerator of which shall be the number of Ordinary Shares held by such Pre-emptive Right Holder, and the denominator of which shall be the total number of Ordinary Shares held by all holders of Equity Securities of the Company (in each case calculated on an as-converted basis) immediately prior to the issuance of such New Securities giving rise to the pre-emptive rights provided herein.

  • An Investor Party’s “Pro Rata Share” shall, for the purpose of this Section 5.16, be a fraction, the numerator of which shall be the number of Ordinary Shares held by such Pre-emptive Right Holder (calculated on an as-converted basis), and the denominator of which shall be the total number of Ordinary Shares held by all holders of Equity Securities of the Company (calculated on an as-converted basis).

  • If the purchase price for the New Securities to be paid by the proposed buyer is in some form other than cash, then a Preemptive Right Holder may pay for the additional New Securities it is entitled to purchase hereunder in cash (with the fair market value of any non-cash consideration to be paid by such buyer to be determined in good faith by the Board).

  • If a Preemptive Right Holder has elected to purchase any New Securities pursuant to this paragraph (c), the sale of such securities shall be consummated as soon as practicable (but in any event within thirty (30) days) after the delivery of the Participation Notice.

  • A Preemptive Right Holder’s pro rata share, for purposes of the preemptive rights set forth in this Section 4.1, is equal to the ratio of (A) the number of shares of Common Stock owned by such Preemptive Right Holder as of immediately prior to the issuance of New Securities (calculated on a Fully-Diluted Basis) to (B) the total number of shares of Common Stock outstanding immediately prior to the issuance of New Securities (calculated on a Fully-Diluted Basis).

  • The Company hereby grants to each of Seacoast, Pacific, Tangent and each Holder of at least 20% of the Registrable Series B Securities originally outstanding (each a "Preemptive Right Holder") the preemptive right to purchase, pro rata, any part of the New Securities that the Company may, from time to time, propose to sell or issue.

  • Each Preemptive Right Holder exercising its preemptive rights pursuant to this Article 7, shall, as a condition to such exercise, also be required to purchase the same proportionate amount of any other securities that the purchasers of such Preemptive Right Securities purchase in connection with the issuance of the securities subject to the preemptive rights.

  • Any New Issuance to a Preemptive Right Holder shall be completed within fifteen (15) Business Days (or, with respect to an ODI Investor, any other reasonable period as negotiated in good faith and agreed in writing by the Company and such ODI Investor) after expiration of the Second Participation Period.

  • A Preemptive Right Holder shall have fifteen (15) days from the receipt of a Preemptive Right Notice (the “Preemptive Rights Period”) to accept the offer contained in such Preemptive Right Notice, and any purchase of New Securities by a Preemptive Right Holder shall be made within 30 days of receipt of the Preemptive Right Notice by such Preemptive Right Holder.

  • A Purchaser’s “Pro Rata Share” shall, for the purpose of this Section 4.4, be a fraction, the numerator of which shall be the number of Ordinary Shares held by such Pre-emptive Right Holder, and the denominator of which shall be the total number of Ordinary Shares held by all holders of Equity Securities of the Company (in each case calculated on an as- converted basis) immediately prior to the issuance of such New Securities giving rise to the pre-emptive rights provided herein.


More Definitions of Preemptive Right Holder

Preemptive Right Holder has the meaning set forth in Section 8.04(a).
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Preemptive Right Holder has the meaning ascribed to it in Section 4.1.
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Preemptive Right Holder shall have the meaning set forth in Section 2.4. -----------------------
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Related to Preemptive Right Holder

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

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

  • right holder means a person or a legal entity that was previously granted or lawfully acquired a fishing right or which will be granted a right in the allocation process envisaged in this Policy.

  • Transferring Shareholder has the meaning set out in Section 6.1; and

  • Rights Holder means the holder of the Call Rights.

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

  • Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 3.2(d) continuously for the required three-year period or (2) provides to the Secretary of the Corporation, within the time period referred to in Section 3.2(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.

  • 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.

  • Put Right has the meaning set forth in Section 8.05(a).

  • Preferred Shareholder means any holder of Preferred Shares.

  • Defaulting Shareholder has the meaning set out in clause 16.7;

  • Eligible Holder means a Limited Partner whose (a) federal income tax status would not, in the determination of the General Partner, have the material adverse effect described in Section 4.9(a)(i) or (b) nationality, citizenship or other related status would not, in the determination of the General Partner, create a substantial risk of cancellation or forfeiture as described in Section 4.9(a)(ii).

  • Rights Holders Special Meeting" means a meeting of the holder of Rights called by the Board of Directors for the purpose of approving a supplement or amendment to this Agreement pursuant to Subsection 5.4(c);

  • Remaining Shares has the meaning set forth in Section 4.1.2.

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • Series B Holder means a Record Holder of the Series B Preferred Units.

  • Repurchase Right means the right granted to the Corporation in accordance with Article D.

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

  • 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.

  • Stock Purchase Right means a right to purchase Common Stock pursuant to Section 11 below.

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

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

  • 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;

  • Option Share has the meaning ascribed to it in section "4.7" hereinbelow;

  • ² Shareholder means a person who owns shares in the company and is actively involved in the management of the company or business and exercises control over the company.