Principal Shareholder Shares definition

Principal Shareholder Shares means, with respect to any Principal Shareholder, any and all Capital Stock and other voting securities of the Company beneficially owned or held by him, or registered in his name, on the date hereof, and any and all Capital Stock and other voting securities of the Company owned or held by him, or registered in his name, after the date hereof, and any securities of the Company issued with respect to, upon conversion of, or in exchange or substitution for, such securities.
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Principal Shareholder Shares mean all shares of Common Stock registered in the respective names of the Principal Shareholders or beneficially owned by them as of the date hereof and as more specifically set out in Schedule C and any other securities issuable with respect to or in exchange for such shares of Common Stock, including with respect to such
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Principal Shareholder Shares means the Xxxxxxxxx Shares and the Svane Shares, together;
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Examples of Principal Shareholder Shares in a sentence

  • Each Principal Shareholder, acting solely in its capacity as a holder of Principal Shareholder Shares and not as a director of the Company or in any other capacity, hereby, severally and not jointly with any other Principal Shareholder, represents and warrants to Parent and Acquisition Corp.

  • Each Principal Shareholder signs solely in his, her or its capacity as the record holder and beneficial owner of, or the trustee of a trust whose beneficiaries are the beneficial owners of, Principal Shareholder Shares.

  • Such Principal Shareholder is a sophisticated investor with respect to the Principal Shareholder Shares of such Principal Shareholder and has adequate information concerning the business and financial condition of the Company to make an informed decision regarding the transactions contemplated hereby and by the Acquisition Agreement and has independently and without reliance upon either Parent or Acquisition Corp.

  • Such Principal Shareholder acknowledges that the agreements contained herein with respect to the Principal Shareholder Shares of such Principal Shareholder are irrevocable (subject to termination in accordance with Section 14 of this Agreement), and that such Principal Shareholder has no recourse to such Principal Shareholder Shares or to Parent or Acquisition Corp., except with respect to breaches by Parent or Acquisition Corp.

  • Such Principal Shareholder is a sophisticated investor with respect to the Principal Shareholder Shares of such Principal Shareholder and has adequate information concerning the business and financial condition of the Company to make an informed decision regarding the transactions contemplated hereby and by the Merger Agreement and has independently and without reliance upon either Parent or Acquisition Corp.

  • Such Principal Shareholder acknowledges that the agreements contained herein with respect to the Principal Shareholder Shares of such Principal Shareholder are irrevocable (subject to termination in accordance with Section 7 of this Agreement), and that such Principal Shareholder has no recourse to Parent or Acquisition Corp., except with respect to breaches by Parent or Acquisition Corp.

  • Exchangeco agrees to purchase all of the issued and outstanding common shares in the capital of the Company as of the Closing, other than the Shivas Shares (the "Purchased Shares"), and the Principal Shareholder agrees to (a) sell and transfer the Principal Shareholder Shares to Exchangeco and (b) cause the Other Company Shareholders to sell and deliver to Exchangeco the Remaining Company Shares, on the terms and conditions contained in this Agreement.

  • For the purposes of Section 2.3, “Holder” or “Holders” shall be deemed to include the Founders and the Principal Shareholders and “Registrable Securities” shall be deemed to include the Founder Shares and Principal Shareholder Shares.

  • The provisions of this Agreement shall be binding upon the successors in interest to any of the Founder Shares, Principal Shareholder Shares or Investor Shares.

  • Such Principal Shareholder acknowledges that the agreements contained herein with respect to the Principal Shareholder Shares of such Principal Shareholder are irrevocable (subject to termination in accordance with SECTION -------- 14 of this Agreement), and that such Principal Shareholder has no recourse to such Principal Shareholder -- Shares or to Parent or Acquisition Corp., except with respect to breaches by Parent or Acquisition Corp.


More Definitions of Principal Shareholder Shares

Principal Shareholder Shares has the meaning set forth in Section 4.8.
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Principal Shareholder Shares has the meaning ascribed to that term in the Recitals;
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Related to Principal Shareholder Shares

  • Stockholder Shares means the shares of common stock of the Company issued or issuable to the Stockholder in accordance with the terms and conditions of the Reorganization Agreement, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.

  • Principal Shareholders means each of the following Shareholders: Xxxx Xxxxxxxxx and Xxxxx Xxxxxxxx.

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of all outstanding classes or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its “affiliate” or “associate” (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its “affiliate” or “associate” as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

  • Founder Shares shall have the meaning given in the Recitals hereto and shall be deemed to include the shares of Common Stock issuable upon conversion thereof.

  • Newco Shares means common shares in the capital of Newco;

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Company Shares means the common shares in the capital of the Company;

  • Company Securities has the meaning set forth in Section 3.02(b)(ii).

  • Company Shareholders means holders of Company Shares.

  • Company Shareholder means a holder of one or more Company Shares;

  • Class A Shareholder means a holder of Class A Shares;

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Principal Stockholder means any person who individually or in concert with his spouse and

  • Founders’ Shares means 1,000 shares with a par value of $1 per share, 500 of which were issued to MACRO Securities Depositor, LLC and 500 of which were issued to Claymore Securities, Inc., in exchange for the Initial Deposit.

  • Initial Shareholders means the Sponsor and any other person that holds Founder Shares; (v) “Private Placement Warrants” shall mean the Warrants to purchase an aggregate of 6,000,000 Ordinary Shares of the Company (or up to 6,600,000 Ordinary Shares of the Company depending on the extent to which the Underwriters’ over-allotment option is exercised pursuant to the Underwriting Agreement) that the Sponsor has agreed to purchase for an aggregate purchase price of $6,000,000 (or up to $6,600,000 depending on the extent to which the Underwriters’ over-allotment option is exercised pursuant to the Underwriting Agreement), or $1.00 per Warrant, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vi) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering shall be deposited; and (viii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b).

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Ordinary Shareholder means a holder of ordinary shares;

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

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Subco Shares means the common shares in the capital of Subco;

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Amalco Shares means common shares in the capital of Amalco;

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.