Underwritten Offerings definition

Underwritten Offerings. The selling holders shall have the right to sell in unregistered underwritten offerings and to require that the Company and the selling holders enter into a purchase agreement. The terms and conditions of, and the obligations of the Company with respect to, any such underwritten offerings shall be consistent with those contemplated by the Registration Rights Agreement and the underwriting of the Company's 11-1/4% Surplus Notes due 2024..
Sample 1
Underwritten Offerings. As promptly as practicable, but no later than seven business days after receipt of an Underwritten Offering Request, the Company shall give written notice (the “Underwritten Offering Request Notice”) of such Underwritten Offering Request to all Shareholders at such time owning, directly or indirectly, at least the Minimum Shareholders Amount.
Sample 1

Examples of Underwritten Offerings in a sentence

  • Notwithstanding the foregoing, the Company is not obligated to effect more than an aggregate of three (3) Underwritten Offerings pursuant to this subsection 2.1.3 and is not obligated to effect an Underwritten Offering pursuant to this subsection 2.1.3 within ninety (90) days after the closing of an Underwritten Offering.

  • Following receipt of an Opt-Out Notice from a Holder (unless subsequently revoked), the Partnership shall not be required to deliver any notice to such Holder pursuant to this Section 2.02(a) and such Holder shall no longer be entitled to participate in Underwritten Offerings by the Partnership pursuant to this Section 2.02(a).

  • The Company shall enter into an underwriting agreement in a form as is customary in Underwritten Offerings of securities by the Company with the managing Underwriter or Underwriters selected by the initiating Holder(s) after consultation with the Company and shall take all such other reasonable actions as are requested by the managing Underwriter or Underwriters in order to expedite or facilitate the disposition of such Registrable Securities.

  • In connection with any Underwritten Offering contemplated by Section 2.03(a), the underwriting agreement into which each Selling Holder and the Company shall enter shall contain such representations, covenants, indemnities (subject to Section 2.08) and other rights and obligations as are customary in Underwritten Offerings of securities by the Company.

  • Each Holder shall be permitted to withdraw all or part of such Holder’s Registrable Securities from an Underwritten Piggyback Offering at any time prior to the effectiveness of the applicable registration statement, and such Holder shall continue to have the right to include any Registrable Securities in any subsequent Underwritten Offerings, all upon the terms and conditions set forth herein.

  • In connection with any Shelf Underwritten Offering contemplated by this subsection 2.1.3, subject to Section 3.4 and Article IV, the underwriting agreement into which each Holder and the Company shall enter shall contain such representations, covenants, indemnities and other rights and obligations of the Company and the selling stockholders as are customary in Underwritten Offerings of securities by the Company.

  • In connection with any Underwritten Offering contemplated by Section 2.03(a), the underwriting agreement into which each Selling Holder and the Partnership shall enter shall contain such representations, covenants, indemnities (subject to Section 2.08) and other rights and obligations as are customary in Underwritten Offerings of securities by the Partnership.

  • Following receipt of a Piggyback Opt-Out Notice from a Holder (unless subsequently revoked), the Company shall not be required to deliver any notice to such Holder pursuant to this Section 2.2(a) and such Holder shall no longer be entitled to participate in Underwritten Offerings by the Company pursuant to this Section 2.2(a), unless such Piggyback Opt-Out Notice is revoked by such Holder.

  • The Company shall be required to effect an Underwritten Offering only if the Company is required to file a Shelf Registration and in no event shall the Company be required to effect more than three Underwritten Offerings pursuant to this Agreement.

  • The following procedures shall govern Underwritten Offerings pursuant to Section 2(h) or Section 5(g), whether in the case of an Underwritten Takedown or otherwise.

Related to Underwritten Offerings

  • 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.

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

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

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

  • 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.

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

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

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

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

  • Piggy-Back Registration is defined in Section 2.2.1.

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

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

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

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

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

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

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

  • Marketed Underwritten Shelf Take-Down has the meaning set forth in Section 2.02(e)(iii).

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

  • Managing Underwriters means the investment banker or investment bankers and manager or managers that administer an underwritten offering, if any, under a Registration Statement.

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

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

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