Preemptive Rights Issuance definition

Preemptive Rights Issuance has the meaning set forth in Section 2.1(a).
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Preemptive Rights Issuance is defined in Section 9.13(a).
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Preemptive Rights Issuance. Section 3.13(a) “Preemptive Rights Notice” Section 3.13(b) “Private Placement Legend” Section 2.04(c) “Private Placement Warrants” Section 2.01(a) “Questionnaire” Section 2.10(b) “Registrable Securities” Section 2.10(a) “Registrar” Section 3.08 “Relevant Corporate Opportunity” Section 6.03(e) “Required Filing Date” Section 2.10(a) “Shelf Registration Statement” Section 2.10(a) “Significant Holder” Section 3.13(a) “Stock Transfer Agent” Section 3.06 “Successor Company” Section 4.07 “Transaction” Section 4.07(a) “Transfer Notice” Section 2.04(b)(i) “Warrant Agent” Recitals “Warrants” Recitals Section 1.03.
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Examples of Preemptive Rights Issuance in a sentence

  • The Company shall not sell any securities in such Preemptive Rights Issuance on terms more favorable to any party other than the terms offered to the Minority Stockholder.

  • The Preemptive Rights Notice shall set forth the terms of the proposed issuance, including the price of any equity proposed to be issued in such Preemptive Rights Issuance, the material terms of such Preemptive Rights Issuance, and the identity of the proposed purchasers in such Preemptive Rights Issuance.

  • If a Preemptive Member fails to timely deliver an Exercise Notice, then such Preemptive Member shall have no further preemptive rights with respect to such proposed Preemptive Rights Issuance.

  • The Minority Stockholder may elect, at any time during the ten days following its receipt of the Preemptive Rights Notice, to purchase its proportionate share of the Preemptive Rights Issuance, on the terms set forth in the Preemtpive Rights Notice, at the same time (or within forty days after the date) that the Company closes the Preemptive Rights Issuance.

  • In the event the Company has not consummated the proposed Preemptive Rights Issuance within such time period, the Company shall not offer, issue or sell such Additional Units without again complying with the provisions of this Section 3.4.

  • The Company shall give written notice to the Preemptive Members (an “Issuance Notice”) of any proposed Preemptive Rights Issuance.

  • Upon the closing of any Preemptive Rights Issuance, each Exercising Member shall deliver to the Company, by wire transfer of immediately available funds, an amount equal to the applicable purchase price for the Additional Units purchased by such Exercising Member.

  • These rules shall be applicable to all those who wish to use the CCC Hall without any exception.

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More Definitions of Preemptive Rights Issuance

Preemptive Rights Issuance has the meaning set forth in Section 10.4.
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Preemptive Rights Issuance has the meaning set forth in Section 3.07. “Preemptive Rights Notice” has the meaning set forth in Section 3.07. “Proposed Purchaser” has the meaning set forth in Section 3.05(a). “Proposed Transferee” has the meaning set forth in Section 3.04(a). “Purchase Price” has the meaning set forth in Section 3.08.
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Related to Preemptive Rights Issuance

  • Preemptive Rights has the meaning set forth in Section 14.1.

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

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

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

  • Share Repurchase means the purchase, repurchase, redemption or other acquisition by Borrower from any Person of any capital stock or other equity interest of Borrower.

  • 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.

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

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

  • Option Warrants shall have the meaning ascribed to such term in Section 2.2(a).

  • Exempt Issuance means the issuance of (a) shares of Common Stock or options to employees, officers or directors of the Company pursuant to any stock or option plan duly adopted for such purpose, by a majority of the non-employee members of the Board of Directors or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Company, (b) securities upon the exercise or exchange of or conversion of any Securities issued hereunder and/or other securities exercisable or exchangeable for or convertible into shares of Common Stock issued and outstanding on the date of this Agreement, provided that such securities have not been amended since the date of this Agreement to increase the number of such securities or to decrease the exercise price, exchange price or conversion price of such securities (other than in connection with stock splits or combinations) or to extend the term of such securities, and (c) securities issued pursuant to acquisitions or strategic transactions approved by a majority of the disinterested directors of the Company, provided that such securities are issued as “restricted securities” (as defined in Rule 144) and carry no registration rights that require or permit the filing of any registration statement in connection therewith during the prohibition period in Section 4.12(a) herein, and provided that any such issuance shall only be to a Person (or to the equityholders of a Person) which is, itself or through its subsidiaries, an operating company or an owner of an asset in a business synergistic with the business of the Company and shall provide to the Company additional benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital or to an entity whose primary business is investing in securities.

  • Purchase Right means an option to purchase shares of Common Stock granted pursuant to the Plan.

  • 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.

  • REIT Shares means shares of common stock, $0.01 par value per share, of the Company.

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

  • Offering Shares means the shares of Common Stock issued to the Purchasers pursuant to the Subscription Agreements, and any shares of Common Stock issued or issuable with respect to such shares upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.

  • 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.

  • Excluded Issuance means an issuance and sale of Qualified Capital Stock of Holdings, to the extent such Qualified Capital Stock is used, or the Net Cash Proceeds thereof shall be, within 45 days of the consummation of such issuance and sale, used, without duplication, to finance Capital Expenditures or one or more Permitted Acquisitions.

  • Option Stock shall have the meaning set forth in Section 2(a) hereof.

  • Series B Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, of the Company.

  • Mandatorily Convertible Securities means any mandatorily convertible equity-linked securities issued by the Borrower or its Subsidiary, so long as the terms of such securities require no repayments or prepayments and no mandatory redemptions or repurchases, in each case prior to at least 91 days after the later of the termination of the Commitments and the repayment in full of the Revolving Credit Advances and all other amounts due under this Agreement.

  • Exchange Rights means any rights granted to limited partners of Simon Property Group, L.P., a Delaware limited partnership (including pursuant to an Exchange Rights Agreement) to exchange (subject to the Ownership Limit) limited partnership interests in such Partnership for shares of Capital Stock or cash at the option of the Corporation.

  • Company Convertible Securities means, collectively, any other options, warrants or rights to subscribe for or purchase any capital shares of the Company or securities convertible into or exchangeable for, or that otherwise confer on the holder any right to acquire any capital shares of the Company.

  • 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.

  • Additional Ordinary Shares means Ordinary Shares issued by the Guarantor following the issuance of the Subscribed Ordinary Shares;

  • Excluded Stock and Stock Equivalents means (i) any Stock or Stock Equivalents with respect to which, in the reasonable judgment of the Collateral Agent (confirmed in writing by notice to the Borrower), the cost or other consequences (including any adverse tax consequences) of pledging such Stock or Stock Equivalents in favor of the Secured Parties under the Security Documents shall be excessive in view of the benefits to be obtained by the Lenders therefrom, (ii) solely in the case of any pledge of Stock and Stock Equivalents of any Foreign Subsidiary or any Domestic Subsidiary substantially all of the assets of which consist of Stock or Stock Equivalents of Foreign Subsidiaries to secure the Obligations, any Stock or Stock Equivalents of any class of such Foreign Subsidiary or such Domestic Subsidiary in excess of 65% of the outstanding Stock or Stock Equivalents of such class (such percentage to be adjusted upon any Change in Law as may be required to avoid adverse U.S. federal income tax consequences to the Borrower or any Subsidiary), (iii) any Stock or Stock Equivalents to the extent the pledge thereof would violate any applicable Requirement of Law, (iv) in the case of (A) any Stock or Stock Equivalents of any Subsidiary to the extent such Stock or Stock Equivalents are subject to a Lien permitted by Section 10.2(h) or (B) any Stock or Stock Equivalents of any Subsidiary that is not wholly-owned by the Borrower and its Subsidiaries at the time such Subsidiary becomes a Subsidiary, any Stock or Stock Equivalents of each such Subsidiary described in clause (A) or (B) to the extent (1) that a pledge thereof to secure the Obligations is prohibited by any applicable Contractual Requirement (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable law), (2) any Contractual Requirement prohibits such a pledge without the consent of any other party; provided that this clause (2) shall not apply if (x) such other party is a Credit Party or wholly-owned Subsidiary or (y) consent has been obtained to consummate such pledge (it being understood that the foregoing shall not be deemed to obligate the Borrower or any Subsidiary to obtain any such consent) and for so long as such Contractual Requirement or replacement or renewal thereof is in effect, or (3) a pledge thereof to secure the Obligations would give any other party (other than a Credit Party or wholly-owned Subsidiary) to any contract, agreement, instrument or indenture governing such Stock or Stock Equivalents the right to terminate its obligations thereunder (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable law) and (v) any Stock or Stock Equivalents of any Subsidiary to the extent that (A) the pledge of such Stock or Stock Equivalents would result in adverse tax consequences to the Borrower or any Subsidiary as reasonably determined by the Borrower and (B) such Stock or Stock Equivalents have been identified in writing to the Collateral Agent by an Authorized Officer of the Borrower.

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