Plan of Distribution shall have the meaning set forth in Section 2(a).
Proposed Plan As defined in Section 3.17(a)(iii).
Time of distribution means the time when a disclaimed interest would have taken effect in possession or enjoyment.
Distribution Statement has the meaning set forth in Section 5.02(c) of the Trust Agreement.
Qualified Initial Public Offering means a firm underwritten offering of the Company pursuant to a registration statement under the Securities Act (i) of common Capital Stock having an aggregate gross offering price of at least $50,000,000 and (ii) reasonably expected to result in more than 100 holders of record of Voting Stock of the Company (exclusive of holdings of Affiliates and employees of the Company).
Proposed Sale shall have the meaning set forth in Section 4.2(a).
Consent Solicitation Statement means the consent solicitation statement included as part of the Registration Statement with respect to the solicitation by the Company of the Company Stockholder Approval.
Demand Registration Statement has the meaning set forth in Section 2.01(a).
Allocation Statement has the meaning set forth in Section 2.5.
Resale Registration Statement means a registration statement under the Securities Act registering the Securities for resale pursuant to the terms of the Registration Rights Agreement.
Plan of Allocation means the proposed plan of allocation of the Net Settlement Fund set forth in the Notice.
Piggyback Registration Statement has the meaning set forth in Section 3(a).
Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.
Preliminary Offering Circular means any preliminary offering circular or memorandum, if any, or any other written preliminary materials authorized by the Issuer to be used in connection with such an Offering. As used herein, the terms “Offering Circular” and “Preliminary Offering Circular” include the material, if any, incorporated by reference therein. We will either, as soon as practicable after the later of the date of the Invitation Wire or the date made available to us by the Issuer, furnish to you (or make available for your review) a copy of any Preliminary Offering Circular or any proof or draft of the Offering Circular. In any event, in any Offering involving an Offering Circular, the Manager will furnish, make available to you, or make arrangements for you to obtain, as soon as practicable after sufficient quantities thereof are made available by the Issuer, copies (which may, to the extent permitted by law, be in electronic form) of the Preliminary Offering Circular and Offering Circular, as amended or supplemented, if applicable (but excluding, for this purpose, documents incorporated therein by reference).
Initial Registration Statement means the initial Registration Statement filed pursuant to this Agreement.
Exchange Offer Registration Statement means an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein or deemed a part thereof, all exhibits thereto and any document incorporated by reference therein.
Proposed decision means the presiding officer’s recommended findings of fact, conclusions of law, decision, and order in a contested case in which the administrator did not preside.
Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.
Shelf Offering Notice has the meaning set forth in Section 2(d)(ii).
IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.
New Registration Statement has the meaning set forth in Section 2(a).
Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.
Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.
Special Registration Statement means (i) a registration statement relating to any employee benefit plan or (ii) with respect to any corporate reorganization or transaction under Rule 145 of the Securities Act, any registration statements related to the issuance or resale of securities issued in such a transaction or (iii) a registration related to stock issued upon conversion of debt securities.
Shelf Offering has the meaning set forth in Section 1(d)(i).
Form S-4 Registration Statement means the registration statement on Form S-4 to be filed with the SEC by Parent in connection with issuance of Parent Common Stock in the Merger, as said registration statement may be amended prior to the time it is declared effective by the SEC.