Tendered Share definition

Tendered Share means each Listed Share validly tendered (or defectively tendered, provided that such defect has been waived by the Offeror) for acceptance pursuant to the Offer prior to or on the Closing Time; "Transaction" means the Offer, the Delisting and, to the extent relevant, the relevant Post-Offer Restructuring; and "Triangular Merger" has the meaning set out in section 7.4 (Description of the Post-Offer Merger).

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Tendered Share means each Share validly tendered (or defectively tendered, if the Offeror accepts such defective tender) and not withdrawn for acceptance pursuant to the Offer;

Tendered Share has the meaning as set out in Clause 1.2; Termination Date has the meaning as set out in Clause 7.1;

Examples of Tendered Share in a sentence

• Shareholders who have validly tendered (or defectively tendered provided that such defect has been waived by the Offeror) and transferred (geleverd) their Shares for acceptance under the Offer during the Post-Closing Acceptance Period, will receive the Offer Price from the Offeror in respect of each Tendered Share no later than on the fifth (5th) Business Day after expiration of the Post-Closing Acceptance Period.

• The price paid per Tendered Share in the Tender Offer shall be determined in accordance with the valuation guidelines and procedures (the “Valuation Guidelines”) adopted by the REIT’s board of directors (“Board”).

• Purchase Price per Tendered Share: 99.25% of net asset value per share determined as of the close of the regular trading session of the New York Stock Exchange on the trading day after the date the tender offer expires or such other trading date (or average net asset values on trading dates) selected prior to commencement of the tender offer by the Fund’s board of directors in its sole discretion.

• Pursuant to Section 2.4(b)(ii), at Closing, the Buyer shall pay to the Escrow Agent for each Tendered Share (the "Per Share Escrow Proceeds") an amount equal to the quotient of (i) Two Million Five Hundred Thousand Dollars ($2,500,000), divided by (ii) the Outstanding Shares.

• The Offer Consideration payable in respect of each Tendered Share pursuant to the first sentence of this Clause 3.5(a) shall be paid (without interest and less applicable withholding Taxes) on the terms and subject to the conditions of this TFA.

• Each Seller (other than CLIP) hereby authorizes Sellers' Representative to apply their respective share of the Per Share Closing Proceeds to the payment in full of any indebtedness owed to the Company that was incurred by such Seller in connection with the exercise of any Option or Warrant related to any Tendered Share and that is outstanding at Closing.

• Pursuant to Section 2.4(b)(i), at Closing, the Buyer shall pay (i) to the Sellers' Representative for the account of each Seller other than CLIP and (ii) to CLIP, for each Tendered Share (the "Per Share Closing Proceeds") of such Seller an amount equal to the quotient of (A) Twenty-Nine Million Dollars ($29,000,000), divided by (B) the Outstanding Shares.

• Each Tendered Share acquired by the Company from Jefferies on exercise of the Put Option or Call Option shall be at a price per Tendered Share which is equal to the Tender Price.

• The Offeror agrees with the Company that the price payable by the Offeror for the Shares validly tendered in and not properly withdrawn under the Offer (the Tendered Shares) shall be USD 1.70 per Tendered Share, in cash, without interest (such amount or any other amount per Tendered Share to be paid pursuant to the Offer in accordance with this TFA, the Offer Consideration).

More Definitions of Tendered Share

Tendered Share means each Share validly tendered (or defectively tendered, provided that such defect has been waived by the Offeror) for acceptance pursuant to the Offer prior to or at the Closing Time or during the Post-Acceptance Period;

Tendered Share means any Eligible Security (other than Excluded Eligible Securities) that, as of the Expiration Time, was properly tendered and not properly withdrawn and (2) “Accepted Shares” shall mean the Tendered Shares, as adjusted to account for the proration mechanics in accordance with Section 2.1(d)(vi).