Underwritten Takedown Offering definition

Underwritten Takedown Offering means an Underwritten Offering pursuant to a Takedown Demand.
Sample 1Sample 2Sample 3
Underwritten Takedown Offering has the meaning set forth in Section 2.01(a)(iii).
Sample 1

Examples of Underwritten Takedown Offering in a sentence

  • Holder may change the number of Registrable Securities proposed to be offered in an Underwritten Takedown Offering at any time prior to commencement of such offering so long as such change would not materially adversely affect the timing or success of the Underwritten Takedown Offering; provided, further, that the Company shall be entitled to reasonably delay an Underwritten Takedown Offering to the extent resulting from such change.

  • In connection with an Underwritten Takedown Offering, the managing underwriter for such offering shall be chosen by the Initiating Equity Holder, with the consent of the Company, which consent shall not be unreasonably withheld, delayed or conditioned.

  • Subject to the following sentence, all determinations whether to complete any Underwritten Takedown Offering and as to timing, manner, price and other terms of any Underwritten Takedown Offering shall be at the discretion of the Initiating Equity Holder.

Related to Underwritten Takedown Offering

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

  • 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.

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

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

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

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

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

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

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

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

  • Piggy-Back Registration is defined in Section 2.2.1.

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

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

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

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

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

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

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

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

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

  • Offering shall have the meaning ascribed to such term in Section 2.1(c).

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

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.