Preemptive Right Holder definition

Preemptive Right Holder shall have the meaning specified in Section 5.1(a).
Sample 1Sample 2Sample 3
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.
Sample 1Sample 2
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.
Sample 1Sample 2

Examples of Preemptive Right Holder in a sentence

  • 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).

  • Note that the previous steps need to be completed in sufficient time so that steps 9 and 10 can be completed to meet the Annual Plan timelines.

  • If, at the expiration date of the Pre-emptive Period, any Pre-emptive Right Holder has not exercised its Pre-emptive Right by giving an Pre-emptive Acceptance Notice to the Company, such holder shall be deemed to have waived all of its rights under this Section 5.16 with respect to, and only with respect to, the proposed issuance specified in such Issuance Notice.

  • For purposes of this Section 4.4, the “ Pro Rata Share” of a Preemptive Right Holder shall be a fraction, (x) the numerator of which shall be the total number of shares of Common Stock held by such Preemptive Right Holder and (y) the denominator of which shall be the total number of shares of Common Stock held by all Preemptive Right Holders (including such Preemptive Right Holder), in the case of both clauses (x) and (y) on a Fully Diluted Basis, as of the date of determination.

  • 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.

  • 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).

  • Each New Holdco was formed solely for the purposes of engaging in the transactions contemplated by this Agreement and has not conducted any activities other than in connection with its organization and the consummation of the transactions contemplated hereby, and no New Holdco has incurred any Indebtedness.

  • It is proposed that these indicative designs and costs are not evaluated as part of the contract award for Farnham and Cranleigh.

  • The Purchase Notice shall constitute an irrevocable agreement of such Preemptive Right Holder to purchase the quantity of Preemptive Securities specified in the Purchase Notice.

  • Each Preemptive Right Holder may elect to purchase all or any portion of its Pro Rata Share of the Preemptive Securities, at the price and upon the terms specified in the Preemptive Offer, by delivering to the Corporation, as soon as practical after the receipt of the Preemptive Offer but in any event within the Preemptive Offer Period, a written notice of such election (the “Purchase Notice”) specifying the quantity of Preemptive Securities that such Preemptive Right Holder wishes to purchase.


More Definitions of Preemptive Right Holder

Preemptive Right Holder has the meaning set forth in Section 4.1(a).
Sample 1
Preemptive Right Holder shall have the meaning set forth in Section 2.4. -----------------------
Sample 1
Preemptive Right Holder has the meaning set forth in Section 8.04(a).
Sample 1

Related to Preemptive Right Holder

  • Preemptive Right has the meaning set forth in Section 5.1 hereof.

  • Preemptive Rights has the meaning given such term in Section 6.04(a).

  • 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 forth in Section 5.2(a).

  • 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, collectively, the shares of New Common Stock issued in the Rights Offering.

  • 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.

  • 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.

  • Major Stockholder means any such Person.

  • 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.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).