Underwritten Offer definition

Underwritten Offer is as defined in Section 2.1.3.
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Examples of Underwritten Offer in a sentence

  • The Underwritten Offer shall (i) state that the Offeror proposes to Transfer the shares of Common Stock and Series A Preferred Stock, as the case may be, (ii) specify the number of shares of Common Stock and Series A Preferred Stock, as the case may be, proposed to be Transferred (the "Underwritten Offered Shares"), and (iii) state the terms of the proposed Transfer (including the per share purchase price as determined in Section 2.5(c)).

  • Any purchase of underwritten shares by Penske Corporation or its Affiliates shall be completed within 15 days following the expiration of the Underwritten Offer Period.

  • Xxxxxxxx may exercise its right to purchase any or all of the Underwritten Offered Shares pursuant to the Underwritten Offer.

  • At the time of delivery of the Underwritten Offer to Xxxxxxxx, the Offeror must have a bona fide intention to Transfer such shares of Common Stock pursuant to an effective registration statement in an underwritten public offering within 105 days of delivery of such Underwritten Offer.

  • The Underwritten Offer shall remain open and irrevocable for a period of fifteen (15) days (the "Underwritten Acceptance Period") from the date of its receipt by Williams.

  • The Underwritten Offer shall remain open and irrevocable for a period of fifteen (15) days (the "Underwritten Acceptance Period") from the date of its receipt by Xxxxxxxx.

  • The actual combination of shares of Common Stock and Series A Preferred Stock referred to in clause (iii) of the first sentence of Section 2.5(a) shall be determined by Williams in its sole discretion based on the shares of Common Stock xxx Xxxies A Preferred Stock held by the Offeror at the time of the Underwritten Offer is received by Williams.

  • The Underwritten Offer shall remain open and irrevocable for a period of fifteen (15) days (the "Underwritten Acceptance Period") from the date of its receipt by Wilxxxxx.

  • The actual combination of shares of Common Stock and Series A Preferred Stock referred to in clause (iii) of the first sentence of Section 2.5(a) shall be deter- mined by Xxxxxxxx in its sole discretion based on the shares of Common Stock and Series A Preferred Stock held by the Offeror at the time of the Underwritten Offer is received by Xxxxxxxx.

  • Wilxxxxx xxy exercise its right to purchase any or all of the Underwritten Offered Shares pursuant to the Underwritten Offer.

Related to Underwritten Offer

  • Underwritten Offering means a Registration in which securities of the Company are sold to an Underwriter in a firm commitment underwriting for distribution to the public.

  • Underwritten Offering Notice has the meaning set forth in Section 2(b).

  • Pending Underwritten Offering means, with respect to any Holder forfeiting its rights pursuant to this Section 4.5(l), any underwritten offering of Registrable Securities in which such Holder has advised the Company of its intent to register its Registrable Securities either pursuant to Section 4.5(a)(ii) or 4.5(a)(iv) prior to the date of such Holder’s forfeiture.

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

  • Marketed Underwritten Offering means any Underwritten Offering (including a Marketed Underwritten Shelf Take-Down, but, for the avoidance of doubt, not including any Shelf Take-Down that is not a Marketed Underwritten Shelf Take-Down) that involves a customary “road show” (including an “electronic road show”) or other substantial marketing effort by the Company and the underwriters over a period of at least 48 hours.

  • Underwritten Registration or Underwritten Offering A registration in which securities of the Company are sold to an underwriter for reoffering to the public.

  • Underwritten Takedown means an underwritten public offering of Registrable Securities pursuant to the Resale Shelf Registration Statement, as amended or supplemented.

  • Piggyback Registration shall have the meaning given in subsection 2.2.1.

  • Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.

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

  • Piggy-Back Registration is defined in Section 2.2.1.

  • Piggyback Registrations has the meaning set forth in Section 3(a).

  • Underwritten Public Offering means an underwritten Public Offering, including any bought deal or block sale to a financial institution conducted as an underwritten Public Offering.

  • Piggyback Registration Statement has the meaning set forth in Section 3(a).

  • Piggyback Offering has the meaning set forth in Section 8(a).

  • Underwritten Demand shall have the meaning given in subsection 2.1.3 of this Agreement.

  • Demand Registration shall have the meaning given in subsection 2.1.1.

  • Shelf Takedown Request shall have the meaning set forth in Section 3.2.5(a).

  • Underwritten Shelf Take-Down has the meaning set forth in Section 2.4(b).

  • Withdrawn Registration means a forfeited demand registration under Section 2.1 in accordance with the terms and conditions of Section 2.4.

  • Managing Underwriter means, with respect to any Underwritten Offering, the book-running lead manager of such Underwritten Offering.

  • Participating Underwriter means any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds.

  • Shelf Takedown Notice shall have the meaning given in subsection 2.1.3.

  • Takedown Requesting Holder shall have the meaning given in subsection 2.3.3.

  • Underwritten Registration or “Underwritten Offering” shall mean a Registration in which securities of the Company are sold to an Underwriter in a firm commitment underwriting for distribution to the public.

  • Company Underwriter has the meaning set forth in Section 4(a).