Rule 159A definition

Rule 159A. “Rule 405” and “Rule 415” mean, in each case, such rule promulgated under the Securities Act (or any successor provision), as the same shall be amended from time to time.
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Rule 159A. “Rule 405” and “Rule 415” mean, in each case, such rule promulgated under the Securities Act (or any successor provision), as the same shall be amended from time to time. “Representatives” means any principal, director, officer, employee, manager or other representative of an applicable Person. “SEC” means the U.S. Securities and Exchange Commission. “Securities Act” means the Securities Act of 1933, as amended. 20 DB1/ 97884447.26
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Rule 159A. “Rule 405” and “Rule 415” mean, in each case, such rule promulgated under the Securities Act (or any successor provision), as the same shall be amended from time to time. (h) “Selling Expenses” means all discounts, selling commissions and stock transfer taxes applicable to the sale of Registrable Securities and fees and disbursements of counsel for any Holder (other than the fees and disbursements of Holders’ Counsel included in Registration Expenses).
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Examples of Rule 159A in a sentence

  • Each Underwriter acknowledges and agrees that for all purposes of Rule 159A of the 1933 Act Regulations, solely as between it and the other Underwriters, each respective Underwriter shall be responsible only for (a) any Underwriter Free Writing Prospectus of such Underwriter, and (b) any Underwriter Free Writing Prospectus of any other Underwriter, but only to the extent actually used by such Underwriter in connection with the offering of the Notes.

  • Each Underwriter acknowledges and agrees that for all purposes of Rule 159A of the 1933 Act Regulations, solely as between it and the other Underwriters, each respective Underwriter shall be responsible only for (a) any Underwriter Free Writing Prospectus of such Underwriter, and (b) any Underwriter Free Writing Prospectus of any other Underwriter, but only to the extent actually used by such Underwriter in connection with the offering of the Offered Certificates.

  • In the focus group discussion with the pre-service teachers chosen from the experimental group, their views on the process, their views on the mobile application, and their views on in-class and post-class activities were examined.

  • As such, the agency’s regulation should control, because the scope of the term “offer” is necessarily somewhat ambiguous and the agency’s interpretation as expressed in Rule 159A is reasonable.Through Rule 159A, the SEC has interpreted section 12(a)(2) of the Securities Act to cover any issuer who sells a new security in a primary offering, regardless of the underwriting method used.

  • Md. 1991).First, Plaintiffs’ Section 12(a)(2) claims against 2U are viable because 2U is a “seller” under that statute pursuant to SEC Rule 159A, which provides, in relevant part, that:Definition of seller for purposes of section 12(a)(2) of the Act.

  • But even if Pinter were directly contrary to Rule 159A, Pinter never held that its interpretation “follow[ed] from the unambiguous terms of the statute.” Brand X, 545 U.S. at 982.

  • Rule 10b-5 §11 §12(a)(1) Central Bank; Stoneridge 11a Dahl Focus on “primary violator” who has ultimate authority list of defendants - Issuer - Top officers - Directors - Experts (Auditor) - Underwriters Privity; solicitations *if you didn’t solicit or pass title, you aren’t liable” aiding and abetting only for SEC Rule 159A Item 512a6 Standing à Section 11 - Issuer à Underwriter à Investor #1 à Investor #2 à Investor #3 All three of the investors can sue the issuer in an IPO assuming there’s tracing.

  • In this situation for the environment, it specifies a timeframe for the execution of the priority directives [16].Kosovo's contribution to global greenhouse gas emissions is practically minimal, according to current statistics, but its willingness to join global efforts to reduce GHG emissions is set as an environmental protection priority.

  • The free referred to the free writing prospectus.338 In response to commenters’ continuing concerns about cross liability for free writing prospectuses used by an issuer and other offering participants, we have included a new provision in Rule 159A that will clarify when an offering participant, other than the issuer, is considered to offer and sell securities ‘‘by means of’’ a free writing prospectus.

  • The assets of the LESOP portion of the Trust (other than any amounts which have been transferred to a Participant's Diversification Account pursuant to Section 10.10) shall be invested in Company Stock which is common stock of McDonald's Corporation held in the McDESOP McDonald's Common Stock Fund, provided that it shall at all times be possible to determine the number of such shares of Company Stock which are allocated to a Participant's LESOP Accounts.

Related to Rule 159A

  • Rule 15c2-12 means Rule 15c2-12 under the Securities Exchange Act of 1934, as amended through the date of this Undertaking, including any official interpretations thereof.

  • Rule 164 “Rule 172”, “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 173 “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 497 refers to Rule 497(c) or 497(h) under the Act, as applicable.

  • Rule 158 “Rule 163”, “Rule 164”, “Rule 172”, “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 163 “Rule 164”, “Rule 172”, “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 17f-7 means Rule 17f-7 promulgated under the 1940 Act.

  • Rule 144 means Rule 144 promulgated under the Securities Act.

  • Rule 424 means Rule 424 promulgated by the Commission pursuant to the Securities Act, as such Rule may be amended or interpreted from time to time, or any similar rule or regulation hereafter adopted by the Commission having substantially the same purpose and effect as such Rule.

  • Rule 433 and “Rule 462” refer to such rules under the Act.

  • Rule 17f-5 means Rule 17f-5 promulgated under the 1940 Act.

  • Rule 144(k) Period means the period of two years (or such shorter period as may hereafter be referred to in Rule 144(k) under the Securities Act (or similar successor rule)) commencing on the Issue Date.

  • 1933 Act Regulations means the rules and regulations of the Commission under the 1933 Act.

  • Rule 415 means Rule 415 promulgated by the Commission pursuant to the Securities Act, as such Rule may be amended from time to time, or any similar rule or regulation hereafter adopted by the Commission having substantially the same effect as such Rule.

  • SEC Rule 144 means Rule 144 promulgated by the SEC under the Securities Act.

  • Rule 405 “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 3a-5 means Rule 3a-5 under the Investment Company Act.

  • Rule 134 “Rule 164,” “Rule 172,” “Rule 405,” “Rule 415,” “Rule 424,” “Rule 430A,” “Rule 430B,” “Rule 433” and “Rule 462” refer to such rules under the Act.

  • Rule 172 “Rule 173”, “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 17g-5 Rule 17g-5 under the Exchange Act.

  • Rule 144A means Rule 144A promulgated under the Securities Act.

  • Rule 3a-7 means Rule 3a-7 under the Investment Company Act.

  • Rule 430B Information means the information included in any preliminary prospectus or the Prospectus or any amendment or supplement to any of the foregoing that was omitted from the Registration Statement at the time it first became effective but is deemed to be part of and included in the Registration Statement pursuant to Rule 430B.

  • SEC Rule means Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934.

  • Securities Act means the Securities Act of 1933, as amended.