Roll-Over Shares definition

Roll-Over Shares means those shares of Common Stock that are acquired by a Management Stockholder upon exercise of a Roll-Over Option.

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Roll-Over Shares means the Shares or Holdco Shares held by Roll-over Shareholder immediately before the Effective Time that are subject to the Roll-over Agreement;

Roll-Over Shares means the shares of Common Stock in respect of which the Company has received a written notice from the Buyer and the holders thereof at least seven Business Days prior to the anticipated Closing Date that such shares are to be exchanged for shares of common stock of a direct or indirect parent of the Buyer prior to the Effective Time.

Examples of Roll-Over Shares in a sentence

The Minority Shareholder is acquiring the Roll-over Shares for its own account and not with a view to, or for offer or sale in connection with, any resale, disposition or other distribution thereof.
The Seller is acquiring the Roll-over Shares for its own account and not with a view to, or for offer or sale in connection with, any resale, disposition or other distribution thereof.
Upon execution by a Minority Shareholder of a joinder agreement, the Seller and the Purchaser agree to amend Schedule 12 (Roll-Over Shares) following the Signing Date and prior to the Completion Date in order to reflect the Roll-over Shares to be issued to the Minority Shareholders.
The Purchaser shall be responsible for its own fees and expenses in connection with its obligations under this Clause 4.2 (Roll-over Shares registration rights), including all registration, filing and printing fees, and fees and disbursements of its counsel and accountants.
The Purchaser shall pay all fees of the Notary payable in connection with the issuance of the Roll-over Shares in accordance with Clause 4 (Roll-over).

More Definitions of Roll-Over Shares

Roll-Over Shares means the shares of Common Stock owned by any of the Majority Roll-Over Shareholders on the date of this Agreement.

Roll-Over Shares the meaning set forth in Section 1.2(b).

Roll-Over Shares means the number of Option Shares held by ▇▇▇▇▇ ▇▇▇▇▇ and Management Shares held by the Managers (other than ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) to be exchanged for Purchaser Shares, in the amounts set forth in column 5 of part 2 of schedule 1 and column 6 of part 1 of schedule 1, respectively.

Roll-Over Shares means the 1,267,476 Shares agreed to be acquired by ▇▇▇▇▇▇▇▇ pursuant to and on the terms of the Roll-Over Agreement;

Roll-Over Shares has the meaning set out in Clause 4.1.1;