Shelf Shares definition

Shelf Shares means the shares of common stock of the Company issued or issuable to the Shelf Stockholders 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.
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Shelf Shares means 350,000 shares of Parent Common Stock issued pursuant to Section 1.04 of this Agreement, which Shelf Shares are identified on Schedule 10.02(a).
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Shelf Shares shall have the meaning assigned to such term in subsection 2.1.
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Examples of Shelf Shares in a sentence

  • The Stockholder and each Shelf Stockholder, as the case may be, shall pay all underwriting discounts, selling commissions and stock transfer taxes, if any, attributable to the sale of such Stockholder Shares or Shelf Shares, as the case may be, registered by such stockholder and any legal, accounting or other professional fees incurred by such stockholder.

  • Parent shall use commercially reasonable efforts to cause such registration statement to be declared effective by the SEC and to remain effective from the date it is declared effective by the SEC until the earlier of: (A) six months after the first anniversary of the Closing Date; or (B) the date upon which all the Shelf Shares which are included in such registration statement have been sold.

  • Secondly an agricultural strategy has to put in place institutions for agricultural research and development.

  • The Company shall use its best efforts to keep the Shelf Registration Statement continuously effective until the earlier of (A) the date the Securities Holders can sell all their shares of the Shelf Shares without any restrictions under Rule 144 and (B) the date on which no Shelf Shares remain outstanding.

  • Preliminary Prospectus dated June 30, 2016 relating to the Shelf Shares 3.

  • Based upon the foregoing, and subject to the qualifications, assumptions and limitations stated herein, we are of the opinion that (i) when the Warrants have been duly exercised in accordance with the terms thereof, the Warrant Shares will be duly authorized, validly issued, fully paid and nonassessable and (ii) the Shelf Shares have been duly authorized and are validly issued, fully paid and nonassessable.

  • Subject to Section 4 below, no later than the earlier of (i) ninety (90) days after the Closing or (ii) May 31, 2001, the Company shall file a registration statement on Form S-3 (or any successor form to Form S-3) for a public offering of the Shelf Shares.

  • Assuming (i) adoption by the Company's Board of Directors of a resolution (the "Issuing Resolution") in form and content as required by applicable law authorizing issuance of the Shelf Shares and (ii) the certificates representing such shares are duly executed and delivered, when issued and paid for in accordance with the Issuing Resolution, the Shelf Shares will be duly authorized, legally issued, fully paid and nonassessable.

  • The Company shall use its commercially reasonable efforts to keep the Shelf Registration continuously effective for the Effectiveness Period, by supplementing and amending the Shelf Registration if required by the rules, regulations or instructions applicable to the registration form used for such Shelf Registration, if required by the Securities Act or if reasonably requested by Holders of Shelf Shares covered by such registration statement or by any underwriter of such Shelf Shares.

  • Basic Prospectus dated November 26, 2014 relating to the Shelf Shares 2.


More Definitions of Shelf Shares

Shelf Shares shall have the meaning set forth in Section 3.3.1 hereof.
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Shelf Shares means the 100,000 shares of ICN Common Stock being purchased by Buyer from ICN under the terms of this Agreement pursuant to the shelf registration statement which has been declared effective by the Securities and Exchange Commission, which shares are being purchased by Buyer at the prevailing ICN Price Per Share on the Principal Market on December 23, 1996, at the time the Seller's Shares are purchased by Buyer, and which shares ICN is in the process of listing on the NYSE. "Shelf Shares Purchase Price" shall mean the prevailing ICN Price Per Share on the Principal Market on December 23, 1996, at the time the Seller's Shares are purchased by Buyer, times the number of Seller's Shares. "Siemens Put Price" shall mean an amount determined as follows: (a) $23.512493872 per share of Seller's Shares times the number of Seller's Shares plus (b) the amount equal to the interest which would accrue for the period September 28, 1996, through and including the Closing on an amount equal to $23.512493872 times the number of Seller's Shares (i.e., the price at which Seller would have otherwise put such Seller's Shares to ICN) at an annual interest rate equal to one percent (1%) plus that rate from time to time during the period from September 28, 1996, to the Closing announced by Bank of America, N.T. & S.A. by its San Francisco headquarters office as its prime or reference rate. "Siemens Shortfall" shall mean the excess of the Siemens Put Price over the payment made by Buyer to Siemens pursuant to Section 2. "Third Year" shall mean the period commencing on the second anniversary of the Closing and ending on the Final Exercise Date.
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Shelf Shares means the shares of common stock of the Company issued or issuable to the Shelf Stockholders in accordance with the terms and
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Shelf Shares means the shares of common stock of the Company issued or ------------ issuable to the Shelf Stockholders 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.
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Related to Shelf Shares

  • Shelf Offering has the meaning set forth in Section 1(d)(i).

  • Shelf Registrable Securities has the meaning set forth in Section 1(d)(i).

  • Shelf Holder means any Holder that owns Registrable Securities that have been registered on a Shelf Registration Statement.

  • Shelf Offering Notice has the meaning set forth in Section 2(d)(ii).

  • Subsequent Shelf Registration shall have the meaning given in subsection 2.3.2.

  • Shelf Suspension shall have the meaning set forth in Section 3.2.4.

  • Offering Shares means the Class A Shares sold in the Offering, whether such Class A Shares were purchased in the Offering or in the secondary market following the Offering and whether or not such holders are affiliates of the Sponsor.

  • Shelf Registration Period has the meaning set forth in Section 3(b) hereof.

  • Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.

  • Shelf Registration Event shall have the meaning set forth in Section 2(b) hereof.

  • Initial Shelf Registration See Section 3(a).

  • Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.

  • Shelf Period has the meaning set forth in Section 2.02(b).

  • New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.

  • Shelf Registration means a registration effected pursuant to Section 2(b) hereof.

  • Available Securities means the securities of the Funds that are available for Loans pursuant to Section 3.

  • Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.

  • Shelf Registration Statement means the Shelf Registration Statement as defined in the Registration Rights Agreement.

  • 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.

  • Shelf Prospectus means the prospectus included in the Shelf ---------------- Registration Statement, including any preliminary prospectus, and any amendment or supplement thereto, including any supplement relating to the terms of the offering of any portion of the Shelf Registrable Securities covered by the Shelf Registration Statement, and in each case including all material incorporated by reference therein.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.

  • Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.

  • Registrable Shares means (i) the Common Stock issuable or issued upon conversion pursuant to Section 2.5 of this Agreement, and (ii) any Common Stock or other securities issued or issuable in respect of shares referenced in (i) above, upon any stock split, stock dividend, recapitalization, or similar event; excluding in all cases, however, any Registrable Securities sold by a Person in a transaction in which such Person's rights under this Section 10 are not assigned.