Rollover Stockholder definition

Rollover Stockholder shall have the meaning set forth in the recitals.

Rollover Stockholder means Xxxxxxx Xxxxxxxxxxx.

Rollover Stockholder means the Stockholders of Rollover Stock.

Examples of Rollover Stockholder in a sentence

• During the term of this Agreement, the Rollover Stockholder agrees not to Transfer or cause or permit the Transfer of, directly or indirectly, any of the Rollover Stockholder’s Covered Shares.

• The Rollover Stockholder shall promptly notify SPV and Topco of any such event.

• The Rollover Stockholder solely in such capacity agrees to use its commercially reasonable efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable and reasonably requested by Holdings to consummate and make effective the contribution of Rollover Shares contemplated hereby.

• On the date of the Rollover Closing, the Rollover Stockholder will not be a party to any option, warrant, purchase right, or other contract or commitment (other than this Agreement) that could require, or restrict or impair the ability of, the Rollover Stockholder to sell, transfer, or otherwise dispose of any capital stock of the Company.

• Holdings, the Company and the Rollover Stockholder agree to use their reasonable best efforts to treat the transactions contemplated hereby in accordance with IRC Section 351 and report the transaction in a manner consistent with such treatment.

More Definitions of Rollover Stockholder

Rollover Stockholder as defined in the introduction of this Agreement.

Rollover Stockholder means Andrew West.

Rollover Stockholder means Richard Kleinknecht.

Rollover Stockholder means any Person with whom the Sponsor or any of its Affiliates or any of its or its Affiliates’ Representatives has engaged in discussions or negotiations with the consent of the Special Committee regarding the transfer, contribution or delivery to Sponsor or any of its Affiliates (other than pursuant to the Merger) of any shares of Company Common Stock owned by such Person or any of such Person’s Affiliates (a “Rollover Arrangement”) unless, not later than the date that is five (5) Business Days prior to the filing of the definitive Proxy Statement, the Sponsor or such Person has provided notice to the Company confirming that such Person has not entered into, and will not enter into, any Rollover Arrangement with Sponsor or its Affiliates through the Effective Time.

Rollover Stockholder means each Stockholders who, at any time prior to the Closing, has executed a Rollover Agreement as a “Rollover Stockholder.”

Rollover Stockholder means each of The Gold Revocable Trust, dated October 26, 2005, Xxxxxx Xxxx, Xxxx Xxxx, Xxxxx Xxxxxxxx, Xxxx Xxxxxxxx and their respective Permitted Transferees who own shares of Common Stock.

Rollover Stockholder means each of the Company Investors listed on Annex 2 hereto who has executed and delivered the Contribution Agreement and an Accredited Investor Questionnaire confirming such Company Investor’s status as an Accredited Investor.