Trigger Shares definition

Trigger Shares has the meaning given to it in paragraph 1.13(a) of schedule 4 (Secretary of State Transfers);
Trigger Shares means, with respect to each Initial Stockholder, the number of shares of Company Common Stock listed next to his name on the signature page hereof and the term “Trigger Release Date” means the last day of the first twenty (20) consecutive trading day period commencing after the Closing Date during which (i) the volume-weighted average price of the Company’s Common Stock is equal to or greater than $7.00 per share and (ii) the average daily trading volume of the Company’s Common Stock is at least 25,000 shares (in each case based on information obtained from the equity page for the Company provided by the Bloomberg reporting service). If the Trigger Release Date does not occur by February 19, 2008, the Trigger Shares shall be canceled by the Escrow Agent in its capacity as Transfer Agent of the Company and the certificates representing the Trigger Shares shall be destroyed by the Escrow Agent. For purposes hereof, the delivery to the Escrow Agent of a “Trigger Release Notice” that has become effective pursuant to Section 4(b) of the Revised Escrow Agreement (as defined in the Merger Agreement) shall be sufficient to establish the occurrence of the Trigger Release Date. The Initial Stockholders shall deliver to the Escrow Agent sufficient stock powers executed in blank, with medallion signature guarantees, to enable the Escrow Agent, in its capacity as Transfer Agent of the Company, to reissue the Escrow Shares in such denominations as will provide separate stock certificates for each Initial Stockholder’s Trigger Shares.
Trigger Shares has the meaning ascribed to it in the recitals.

Examples of Trigger Shares in a sentence

  • The third, fourth, fifth and sixth week shall be taken so as not to interfere with the regular vacation period and with the approval of the xxxxxxx/woman.

  • Any and all equity securities and derivative securities convertible or exercisable into equity securities of ShellCo and outstanding prior to the Closing, shall have been, concurrently with the Closing, cancelled or terminated, except for ShellCo's obligations to issue the Trigger Shares which will be issued at Closing.

  • Upon occurrence of the Trigger Release Date, the Trigger Shares and, if the Trigger Release Date occurs after the expiration of the Holdback Period, the Additional Trigger Shares, shall be released from escrow and delivered to the Persons entitled to receive them in the same proportions as initially withheld.

  • If the Trigger Release Date has not occurred by February 19, 2008, the Trigger Shares and the Additional Trigger Shares shall be canceled.

  • On April 29, 2021, the CWCB, along with six other applicants, filed an application in water court for an instream flow augmentation plan on the Cache la Poudre River under HB 20-1037, which confirmed the authority of the CWCB to apply for this type of augmentation plan.

  • If the Trigger Release Date occurs prior to expiration of the Holdback Period, the Additional Trigger Shares shall be so released and delivered upon expiration of the Holdback Period.

  • In addition to the shares of Parent Common Stock constituting the Holdback, there shall be withheld from the shares of Parent Common Stock issuable as a result of the Merger and placed in escrow with the Escrow Agent pursuant to the Escrow Agreement in the form annexed hereto as Exhibit A-1 ("Revised Escrow Agreement"), that number of shares of Parent Common Stock (the "Trigger Shares") that, together with the Holdback, shall equal 1,400,000 shares of Parent Common Stock.

  • The Initial Stockholders shall deliver to the Escrow Agent sufficient stock powers executed in blank, with medallion signature guarantees, to enable the Escrow Agent, in its capacity as Transfer Agent of the Company, to reissue the Escrow Shares in such denominations as will provide separate stock certificates for each Initial Stockholder’s Trigger Shares.

  • The Initial Stockholders shall deliver to the Escrow Agent sufficient stock powers executed in blank, with medallion signature guarantees, to enable the Escrow Agent, in its capacity as Transfer Agent of the Company, to reissue the Escrow Shares in such denominations as will provide separate stock certificates for each Initial Stockholder's Trigger Shares.

  • No brokerage or finder's fees or commissions are or will be payable by the Sellers to any broker, financial advisor or consultant, finder, placement agent, investment banker, bank or other Person with respect to the transactions contemplated by this Agreement except for MBA Investors, Ltd., a Florida corporation, which will be paid a finders fee by the Company, in the amount of $25,000, payable in shares of Common Stock from the Trigger Shares to be issued pursuant to Section 1.1 above.


More Definitions of Trigger Shares

Trigger Shares means Restricted Shares set forth in a Trigger Notice and not repurchased in connection with such notice pursuant to Section 3; provided, however, that Restricted Shares that are not so repurchased shall, to the extent applicable, continue to be subject to vesting in accordance with the Vesting Schedule annexed hereto.
Trigger Shares has the meaning given in Section 2.4(a).

Related to Trigger Shares

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

  • 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.

  • Common Shares means the common shares in the capital of the Corporation;

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Fully Diluted Shares means, at any time of determination, the number of shares of common stock of the applicable entity outstanding at such time, plus the number of shares of issuable upon exercise or conversion or otherwise pursuant to any in-the-money common stock equivalents of such entity outstanding at such time.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Class C Shares means shares of the Class C Common Stock.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Dividend Shares means any shares of Common Stock issuable in lieu of cash dividends paid or to be paid on the Series A Preferred.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Founder Shares Lock-up Period means, with respect to the Founder Shares, the period ending on the earlier of (A) one year after the completion of the Company’s initial Business Combination and (B) subsequent to the Business Combination, (x) if the closing price of the Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of Common Stock for cash, securities or other property.

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • Sponsor Shares shall have the meaning given in the Recitals hereto.

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Public Shares means the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Series D Shares means shares of Series D Convertible Preferred Stock, par value $0.001 per share of the Company and having the rights, privileges, preferences and restrictions set forth in the Charter.

  • Amalco Shares means the common shares in the capital of Amalco;

  • Lock-Up Shares has the meaning set forth in Section 4.1.

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.