Specified Shares definition

Specified Shares means all or, as the case may be, some of the shares specified in a disclosure notice;

Specified Shares means shares, including options on shares, offered to employees of a company in terms of an employee share scheme;

Specified Shares means the shares specified in a Disclosure Notice;

Examples of Specified Shares in a sentence

• Purchaser acknowledges and understands that the Specified Shares have not been registered under the Securities Act and may not be offered or sold in the United States or to U.S. persons unless the Specified Shares are registered under the Securities Act or an exemption therefrom is available, and that hedging transactions may not be conducted unless in compliance with the Securities Act.

• The Adjusted Dividend shall be payable, from time to time, within two and one-half months after all or any portion of the Specified Shares vest pursuant to Section 4(a) or 4(b); provided that under no circumstances shall any such Adjusted Dividend be paid prior to the achievement of a Return on Investment (as defined below).

• The transfer of the Specified Shares to the Proposed Transferee must be consummated within a period of ninety (90) days after the date of the Notice Date.

• Purchaser is not a “U.S. person” within the meaning of Regulation S under the Securities Act, and in particular, Purchaser is a company organized under the laws of Jersey and is wholly owned by a company organized in a jurisdiction outside the United States, and is acquiring the Specified Shares for its own account and not for the account or benefit of a U.S. person.

• If an Intending Seller has given a Transfer Notice and no Offer Acceptance Notices are received during the Acceptance Period, the Intending Seller may, within three months after the expiry of the Acceptance Period, sell or transfer all of the Specified Shares (but not part only) to a Third Party Buyer at a price which is not less than the Proposed Sale Price and otherwise on terms no more favourable to a purchaser than the terms offered to the other Shareholders.

More Definitions of Specified Shares

Specified Shares means 27,500,000 Shares.

Specified Shares means any shares of Common Stock acquired by any Specified Person from a Person for no consideration, whether (i) by will; (ii) pursuant to applicable laws of decent and distribution; (iii) by gift; or (iv) other estate planning methods.

Specified Shares means the shares of capital stock identified in Exhibit A hereto, said shares being presently evidenced by the certificates listed therein.

Specified Shares has the meaning set forth in Section 3.1(a)(iii).

Specified Shares shall also be deemed to include any and all shares of capital stock of the Company or any successor or assign of the Company (whether by merger, consolidation, sale of assets or otherwise) which may be issued in respect of, in exchange for, or in substitution of the Specified Shares, by reason of a stock dividend, stock split, stock issuance, reverse stock split, combination, recapitalization, reclassification, merger, consolidation or otherwise.

Specified Shares means the shares of Common Stock issuable at the Effective Time upon the conversion of the Class B Member interests held by the Specified Stockholder at the Effective Time. “Specified Shares” shall also be deemed to include any and all shares of capital stock of the Company or any successor or assign of the Company (whether by merger, consolidation, sale of assets or otherwise) which may be issued in respect of, in exchange for, or in substitution of the Specified Shares, by reason of a stock dividend, stock split, stock issuance, reverse stock split, combination, recapitalization, reclassification, merger, consolidation or otherwise.

Specified Shares means, in respect of the Specified Shareholder for an Underlying Controller, the number of Underlying Controller Shares which are Scheme Shares held by that Specified Shareholder for that Underlying Controller on the Record Date, as set out in the Specified Shares Notice.