Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering. (2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation. (3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation. (4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment. (5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. (E.D.T.) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Blake, ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead UnderwritersUnderwriter, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 US$3.88 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice Corporation hereby grants to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchaseUnderwriters, in the respective percentages set forth opposite the names of the Underwriters in Section 229(1), an option (the “Over-Allotment Option”) to purchase at their election, severally (and not jointly or jointly and severally), all or part of the Option Securities at a purchase price per $1,000 principal amount of Option Securities equal to the Offer Price and at the same commission per $1,000 principal amount of Option Securities to be paid by the Corporation will for the Firm Securities as set forth in Section 2(2), with payment of such commission to be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated made in the noticesame manner at the applicable Option Closing Time. Additional Shares Option Securities may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In distribution of the event that the Firm Securities and for market stabilization purposes permitted pursuant to Securities Laws. The Over-Allotment Option is may be exercised in whole or in part and from time to time prior to its expiry in accordance with its termsthe provisions of this Agreement. Payment for, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment delivery of, any Option shall take place at the Option Closing Time Securities will be made at the offices of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or LLP, Toronto, Ontario, at such other place as may be agreed to by the Underwriters and the Corporation.
those times (3) At the each, an “Option Closing Time”) on those dates (each, the Corporation shall issue to the Underwriters that number of Additional Shares an “Option Closing Date”) as set out in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS Notice, which may occur on the Closing Date but will in no event occur earlier than the Closing Date, nor earlier than the second Business Day or its nominee, if requested by later than five Business Days after the date upon which the Corporation receives written notice (the “Over-Allotment Notice”) from the Lead Underwriters, on behalf of the Additional Shares electronically through Underwriters, setting out the nonnumber of Option Securities to be purchased by the Underwriters. An Over-certificated inventory system Allotment Notice must be received by the Corporation not later than 5:00 p.m. (Toronto time) on the date that is 30 days after the Closing Date. Payment of CDS against payment of $16.60 per Additional Share the purchase price for the Option Securities will be made by wire transfer or certified cheque payable in immediately available funds to the Corporation or as otherwise directed account(s) specified by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter writing against delivery of a receipt certificates for that payment.
(5) The obligation the Option Securities to the Lead Underwriters, on behalf of the Underwriters, through the facilities of CDS Clearing and Depository Services Inc. for the respective accounts of the Underwriters and such further documentation as may be contemplated in this Agreement. Certificates for the Option Securities will be registered in such name or names and will be in such denominations as the Lead Underwriters, on behalf of the Underwriters, may request in writing not later than 24 hours prior to make any payment the applicable Option Closing Date. Upon the furnishing of the Over-Allotment Notice, the Underwriters will severally (and not jointly or delivery contemplated jointly and severally) be committed to purchase in the respective percentages set forth opposite the names of the Underwriters in Section 9(1) (rounded up or down, as determined by this Section 16 is the Lead Underwriters in their sole discretion, so as to eliminate fractions), and the Corporation will be obligated to issue and sell, in each case in accordance with and subject to the terms and conditions set forth of this Agreement, the aggregate principal amount of Option Securities indicated in Section 15the Over-Allotment Notice.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “"Option Closing Date”") and time (the “"Option Closing Time”") on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three two Business Days nor later than five three Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Co-lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 US$0.66 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Securities, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to _______ shares of Common Stock (the “Option Shares”).
(b) In connection with an exercise of the Over-Allotment Option the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 45 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five [two (2)] full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of Mintz or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject Each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option by written notice to the Company. On each Option Closing Date, if any, each Underwriter shall take place deliver or cause to be delivered to the Company, via wire transfer, immediately available funds equal to such Underwriter’s Option Closing Purchase Price and the Company shall deliver to, or as directed by, such Underwriter its respective Option Shares and the Company shall deliver the other items required pursuant to Section 2.3 deliverable at the Option Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.3 and 2.4, the Option Closing Time shall occur at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP Mintz or at such other place location as may be agreed to by the Underwriters Company and the CorporationRepresentative shall mutually agree.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. 4. For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representatives are hereby granted an option (1the “Over-Allotment Option”) to purchase, in the aggregate, up to 1,308,000 shares of Common Stock (the “Option Shares”).
5. In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
6. The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representatives as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 30 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representatives. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentatives, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representatives, at the offices of Faegre or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representatives. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representatives may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (AquaBounty Technologies, Inc.)
Over Allotment Option. (1) 3.1 The Corporation hereby grants to the Underwriters, in the respective percentages set out in Section 15.1 of this Agreement, the Over-Allotment Option to purchase up to an additional 1,508,250 Optional Securities, being 15% of the number of Firm Securities at a purchase price per Optional Security equal to the purchase price per Firm Security. The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice on one occasion prior to its expiry in accordance with the Corporation not later than 5:00 p.m. on provisions of this Agreement. Delivery of and payment for any Optional Security will be made at the 30th day after offices of the Closing DateCorporation’s counsel, which notice will specify at the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are the date set out in the written notice of the Joint Bookrunners referred to be purchased. Such below (the “Option Closing Date Date”) which may be the same as (but not earlier than) occur on the Closing Date and but will not be in no event occur earlier than three the Closing Date, nor earlier than two Business Days nor or later than five Business Days after the date upon which the Corporation receives written notice from the Joint Bookrunners on behalf of delivery the Underwriters, setting out the number of such notice (except Optional Securities to the extent a shorter or longer period shall be agreed to purchased by the Corporation)Underwriters, which notice must be received by the Corporation not later than 5:00 p.m. (Toronto time) on the date that is thirty (30) days after the Closing Date. Subject to Upon the terms furnishing of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will severally (and not jointly or jointly and severally) be committed to purchase, in the respective percentages set forth out in Section 2215.1 of this Agreement, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, Agreement the number of Additional Shares Optional Securities indicated in the notice. Additional Shares Optional Securities may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In distribution of the event Firm Securities and for market stabilization purposes permitted pursuant to Applicable Securities Laws. The Corporation agrees that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect Optional Securities to be issued upon exercise of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP be adjusted for any stock splits, consolidations or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue changes to the Underwriters that number of Additional Common Shares in respect of which after the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nomineeClosing Date, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporationany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (Algonquin Power & Utilities Corp.)
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Securities, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 240,000 Common Shares (the “Option Shares”) and/or Warrants to purchase up to 240,000 Common Shares (the “Option Warrants” and, collectively with the Option Shares, the “Option Securities”) which may be purchased in any combination of Option Shares and/or Option Warrants at the Per Share Purchase Price and/or Per Warrant Purchase Price, respectively.
(b) In connection with an exercise of the Over-Allotment Option, (a) the purchase price to be paid for the Option Shares is equal to the product of the Per Share Purchase Price multiplied by the number of Option Shares to be purchased and (b) the purchase price to be paid for the Option Warrants is equal to the product of the Per Warrant Purchase Price multiplied by the number of Option Warrants to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Securities within 45 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Securities prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing DateCompany from a Representative, which notice will specify must be confirmed in writing by overnight mail or other electronic transmission setting forth the number of Additional Option Shares and/or Option Warrants to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Securities (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Securities does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated and/or Option Warrants specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ DuMoulin Black LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 14.30 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth eighth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representatives are hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 1,650,000 shares of Common Stock (the “Option Shares”).
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representatives as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 30 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representatives. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentatives, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representatives, at the offices of Faegre or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representatives. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representatives may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (AquaBounty Technologies, Inc.)
Over Allotment Option. (1a) The Over-Allotment Option may be exercised by Administrative Trustees, on behalf of the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22Trust, and the Corporation will Sponsor may grant to the underwriters or initial purchasers who are underwriting or purchasing, as the case may be, any series of Preferred Securities, an option (the "Option") to purchase an additional liquidation amount of such series of Preferred Securities on the terms and conditions specified in the underwriting agreement or purchase agreement, as the case may be, relating to such Preferred Securities; provided, however, the Option may only be committed to granted if the following conditions are satisfied:
(i) the Option, if exercised, may not result in the issue and sell in accordance with and subject to the provisions sale of this Agreement, the number an aggregate liquidation amount of Additional Shares indicated in the notice. Additional Shares may be purchased Preferred Securities greater than that registered by the Underwriters only for Sponsor and the purpose of satisfying over-allotments made in connection Trust on the applicable registration statement or registration statements (including by a registration statement filed under Rule 462(b) under the Securities Act, if any), as the case may be, with the Offering.Commission under the Securities Act;
(2ii) In the event that the Over-Allotment Option is exercised must result, if exercised, in accordance with its terms, the closing of the issuance and sale of that number Preferred Securities to such underwriters or initial purchasers, as the case may be, and the issuance and sale of Additional Shares Common Securities to the Sponsor on a Pro Rata basis and not in respect contravention of any other provision of this Agreement or the Business Trust Act, consistent with Section 5.1; and
(iii) the Preferred Securities and the Common Securities issued and sold subject to the exercise of the Option, if any, must be of the same series and must bear the same CUSIP numbers as the series of Preferred Securities and the Common Securities, respectively, which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to were initially issued and sold by the Underwriters Trust and the CorporationSponsor, respectively.
(3b) At With respect to any issuance of Preferred Securities and Common Securities following the Option Closing Timeexercise of the Option,
(i) the designation the "__% Preferred Securities" and, for all purposes under this Trust Agreement, the Corporation defined terms the "Preferred Securities" shall issue mean both the Preferred Securities issued initially hereunder and any Preferred Securities issued pursuant to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation exercise of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.Option; and
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option Option, may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation Company not later than 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares Over-Allotment Securities to be purchased by the Underwriters and the date (the “Option Over-Allotment Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares Over-Allotment Securities are to be purchased. Such Option Over-Allotment Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CorporationCompany). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing this such notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 2223, and the Corporation Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares Over-Allotment Securities indicated in the such notice. Additional Shares Over-Allotment Securities may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the OfferingOffering and for market stabilization purposes.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares Over-Allotment Securities in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at 8:00 a.m. (Toronto time) on the Option applicable Over-Allotment Closing Time Date or at such other time on the Over-Allotment Closing Date as may be agreed upon in writing by the Company and the Co-Lead Underwriters (the “Over-Allotment Closing Time”) at the offices of Blake, ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CorporationCompany.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 17 is subject to satisfaction of the conditions set forth in Section 1516.
Appears in 1 contract
Sources: Underwriting Agreement
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to [15% of total number of securities offered] shares of Preferred Stock (the “Option Shares”) at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within forty-five (45) days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of LB or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 400,000 shares of Common Stock (the “Option Shares”) at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within forty-five (45) days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of LB or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or or in part part, by delivering notice to the Corporation Company not later than 5:00 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of of Additional Shares to be purchased by the Underwriters and the date (the “Option “Option Closing Date”) and time (the “Option Closing Time”) on and at which such such Additional Shares are to be purchased. Such Option Closing Date may be the the same as (but not earlier than) the Closing Date and will not be earlier than three three Business Days nor later than five Business Days after the date of delivery of such such notice (except to the extent a shorter or longer period shall be agreed to by the Corporationthe Company). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing furnishing this notice, the Underwriters will be committed to purchase, in the respective respective percentages set forth in Section 22, and the Corporation Company will be committed committed to issue and sell in accordance with and subject to the provisions of this this Agreement, the number of Additional Shares indicated in the notice. Additional Shares Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allotments made allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements in connection with the Offering.Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing closing of the issuance and sale of that number of Additional Shares in respect of which which the Underwriters are exercising the Over-Allotment Option shall take place at at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ Sangra Moller LLP or at such such other place as may be agreed to by the Underwriters and the Corporation.Company.
(3) At the Option Closing Time, the Corporation Company shall issue to the Underwriters that number of Additional Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead UnderwritersBMO, the Additional Additional Shares electronically through the non-certificated inventory system of CDS CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable payable to the Corporation Company or as otherwise directed by the Corporation.Company.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation Company shall pay pay the Underwriting Fee applicable to the Additional Shares in the manner provided provided in the ninth twelfth paragraph of this letter Agreement against delivery of a receipt for for that payment.payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section Section 16 is subject to the conditions set forth in Section 15.15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Gowling ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 1.18 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth eighth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 182,857 shares of Common Stock (the “Option Shares”) at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within forty-five (45) days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) The Underwriters shall not be under any obligation to purchase any of the Additional Debentures prior to the exercise of the Over-Allotment Option Option. BMO ▇▇▇▇▇▇▇ ▇▇▇▇▇ Inc. and RBC Dominion Securities Inc., on behalf of the Underwriters, may be exercised by exercise the Underwriters at any time and from time to timeOver-Allotment Option, in whole or in part part, at any time prior to the Over-Allotment Option Expiry Date by delivering delivery of written notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify of the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at Debentures in respect of which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is being exercised in accordance with its termsand the date for delivery of the Additional Debentures (an “Over-Allotment Option Notice”). The Over-Allotment Option Closing Date shall be determined by BMO ▇▇▇▇▇▇▇ ▇▇▇▇▇ Inc. and RBC Dominion Securities Inc. but shall not be earlier than two Business Days or later than seven Business Days after delivery of the Over-Allotment Option Notice unless the parties otherwise agree. Upon exercise of the Over-Allotment Option as provided herein, the closing of Corporation shall become obligated to sell the issuance and sale of that total number of Additional Shares Debentures in respect of which the Underwriters are exercising the Over-Allotment Option, to each of the Underwriters and, subject to the terms and conditions herein set forth, each of the Underwriters, severally and not jointly, shall become obligated to purchase from the Corporation the same percentage of the total number of the Additional Debentures in respect of which the Underwriters are then exercising the Over-Allotment Option as such Underwriter is obligated to purchase of the Firm Debentures, as adjusted by the Underwriters, if necessary, in such manner as they deem advisable to avoid fractional Additional Debentures.
(b) The closing of the purchase and sale of the Additional Debentures herein provided for, if any, shall take place at the Option Closing Time be completed at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) Closing Time. The obligation of the Underwriters to make any payment purchase the Additional Debentures shall be conditional on the following being delivered to the Underwriters at or delivery contemplated by this Section 16 is before such time:
(i) subject to paragraph (iii) below, one or more definitive certificates representing in the conditions Additional Debentures pursuant to which the Over-Allotment Option shall have been exercised, registered in the name of CDS & Co. or in such other name or names as the Underwriters shall notify the Corporation in writing not later than 6:30 a.m. (Calgary time) on the second Business Day immediately preceding the Over-Allotment Option Closing Date;
(ii) payment to BMO ▇▇▇▇▇▇▇ ▇▇▇▇▇ Inc., on behalf of the Underwriters, by wire transfer or such other means as the Corporation and the Underwriters may agree, of the Underwriters’ Fee in respect of the Additional Debentures set forth in Section 152;
(iii) if the Corporation determines to issue all or part of the Additional Debentures as a book-entry only security in accordance with the rules and procedures of CDS, then, as an alternative to the Corporation delivering to the Underwriters definitive certificates representing the Additional Debentures in the manner and at the times set forth in paragraph (i) above:
(A) the Underwriters will provide a direction to CDS with respect to the crediting of the Additional Debentures to the accounts of the participants of CDS as shall be designated by the Underwriters in writing in sufficient time prior to the Over-Allotment Option Closing Date to permit such crediting; and
(B) the Corporation shall cause the Debenture Trustee as registrar and transfer agent of the Offered Debentures, to deliver to CDS, on behalf of the Underwriters, one fully registered global certificate for the Additional Debentures to be purchased hereunder (or such portion of the Additional Debentures that are to be issued as a book entry only security), registered in the name of “CDS & Co.” as the nominee of CDS, to be held by CDS as a book-entry only security in accordance with the rules and procedures of CDS;
(iv) a comfort letter from the Auditors dated the Over-Allotment Option Closing Date and addressed to the Underwriters in form and content satisfactory to the Underwriters bringing the information contained in the comfort letters referred to in paragraph 10(a)(viii) forward to the Over-Allotment Option Closing Time provided that such comfort letters shall be based on a review by the Auditors having a cut-off date not more than two Business Days prior to the Over-Allotment Option Closing Date;
(v) written confirmation from the TSX in form and substance satisfactory to the Underwriters that the Additional Debentures and the Common Shares issuable upon conversion or redemption or at maturity of the Additional Debentures will be listed and posted for trading on the TSX on the Over-Allotment Option Closing Date subject to compliance with post-closing filing requirements;
(vi) the certificates contemplated by Section 10(a)(i) and (ii) dated on the Over-Allotment Option Closing Date; and
(vii) the requisite legal opinions, letters and certificates as contemplated herein and such further documentation as may be contemplated herein or as Underwriters’ counsel may reasonably require.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option Option, may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation Company not later than 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares Over-Allotment Securities to be purchased by the Underwriters and the date (the “Option "Over-Allotment Closing Date”) and time (the “Option Closing Time”") on and at which such Additional Shares Over-Allotment Securities are to be purchased. Such Option Over-Allotment Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CorporationCompany). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing this such notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 2223, and the Corporation Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares Over-Allotment Securities indicated in the such notice. Additional Shares Over-Allotment Securities may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the OfferingOffering and for market stabilization purposes.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares Over-Allotment Securities in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at 8:00 a.m. (Toronto time) on the Option applicable Over-Allotment Closing Time Date or at such other time on the Over-Allotment Closing Date as may be agreed upon in writing by the Company and the Lead Underwriter (the "Over-Allotment Closing Time") at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the CorporationCompany.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 17 is subject to satisfaction of the conditions set forth in Section 1516.
Appears in 1 contract
Sources: Underwriting Agreement (Electra Battery Materials Corp)
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to ______ shares of Preferred Stock (the “Option Shares”) at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within forty-five (45) days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. 2.3.1 The Selling Shareholder hereby grants to HSBC an option, exercisable at the sole and absolute discretion by HSBC, to require the Selling Shareholder to sell up to an additional 30,000,000 Shares to such person(s) as HSBC shall direct at the Offer Price (1plus the Brokerage, Fee and Levies) per Share, subject to the provisions of Clause 2.3.2.
2.3.2 The exercise of the Over-Allotment allotment Option is subject to the following provisions:
(i) the Over-allotment Shares to be sold pursuant to an exercise of the Over-allotment Option shall be deemed to be International Placing Shares (subject to rounding by HSBC in its sole and absolute discretion);
(ii) the Over-allotment Option shall be exercisable up to and including at 5:00 p.m. on the date which is 30 days after the last day for the lodging of applications under the Public Offer;
(iii) the Over-allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part part, for any number of times and can be used solely to cover over-allocations in the International Placing;
(iv) the Over-allotment Option may be exercised upon issuance of the Exercise Notice by delivering notice HSBC to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify Selling Shareholder setting out (i) the number of Additional Shares under the Over-allotment Option as to which HSBC is then exercising the option; (ii) the time and date of payment for and delivery of such Over-allotment Shares (each such time and date in connection with exercise of the Over-allotment Option, an "OPTION TIME OF DELIVERY"); and (iii) the manner in which the share certificates in respect of such Over-allotment Shares shall be purchased issued;
(v) each Option Time of Delivery shall be determined by the Underwriters HSBC and, unless HSBC and the date Selling Shareholder agree in writing, such time and date:
(the “Option Closing Date”a) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will shall not be earlier than three Business Days nor two or later than five Business Days after the date of delivery receipt of the relevant Exercise Notice;
(b) shall not be earlier than the Closing Time of Delivery; and
(c) shall not be later than the date which is 30 days after the last time for the lodging of applications under the Public Offer;
(vi) any Over-allotment Shares sold pursuant to this Clause 2.3 shall for all purposes (including underwriting commissions and expenses) be deemed to be delivered under and with the benefit of all rights, representations, warranties and undertakings applying under this Agreement to the International Placing Shares, and HSBC shall, for all such purposes, be deemed to have agreed to procure purchasers for, or failing which to itself purchase, any such Over-allotment Shares and the International Placing Underwriting Commitment of HSBC shall be deemed to be increased by the number of such notice Over-allotment Shares;
(except vii) to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment allotment Option is exercised in accordance with its termsnot previously exercised, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as they may be agreed to surrendered and terminated at any time upon notice by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue HSBC to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationSelling Shareholder.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: International Underwriting Agreement (Nam Tai Electronics Inc)
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Securities, the Representative is hereby granted an option (the “Over-allotment Option”) to purchase the following combination of Securities:
(i) up to a number of shares of Common Stock (the “Option Shares”) equal to 15% percent of the Closing Shares; and
(ii) Warrants to purchase up to a number of shares of Common Stock equal to 0.5 Warrant Share for each Option Share purchased (such Warrants, collectively with the Option Shares, the “Option Securities”).
(b) The aggregate purchase price to be paid for the Option Securities will be equal to the product of the Per Share Purchase Price and the number of Option Shares elected to be purchased pursuant to the Over-allotment Option by the Representative (“Option Purchase Price”).
(c) The Over-Allotment allotment Option granted pursuant to Section 2.2 hereof may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Securities within forty-five (45) days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Securities prior to the exercise of the Over-allotment Option by delivering the Representative. The Over-allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Shares Option Securities to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Securities (each, an “Option Closing” and such date, the “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier later than three Business Days nor later than five (3) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Securities does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated Option Securities specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (Adventrx Pharmaceuticals Inc)
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 180,656 shares of Common Stock (the “Option Shares”) at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within forty-five (45) days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of the Representative or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option by written notice to the Company. On each Option Closing Date, if any, each Underwriter shall take place deliver or cause to be delivered to the Company, via wire transfer, immediately available funds equal to such Underwriter’s Option Closing Purchase Price and the Company shall deliver to, or as directed by, such Underwriter its respective Option Shares and the Company shall deliver the other items required pursuant to Section 2.3 at the Option Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.3 and 2.4, the Option Closing Time shall occur at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP the Representative or at such other place location as may be agreed to by the Underwriters Company and the CorporationRepresentative shall mutually agree.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (Helius Medical Technologies, Inc.)
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days business days nor later than five Business Days business days after the date of delivery of such notice, if the Option Closing Date is after the Closing Date. If the Option Closing Date is the same day as the Closing Date, the notice of exercise of the Over-Allotment Option referred to above may be delivered by 5:00 p.m. (except Toronto time) on the second business day prior to the extent a shorter or longer period shall be agreed to by Closing Date. If any Additional Shares are purchased from the Corporation). Subject , each Underwriter agrees, severally and not jointly nor jointly and severally, to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number purchase such portion of Additional Shares indicated (subject to such adjustments to eliminate fractional shares as the Lead Underwriters may determine) as is set out in Section 18 opposite the notice. Additional Shares may be purchased by the Underwriters only for the purpose name of satisfying over-allotments made in connection with the Offeringsuch Underwriter.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP referred to in Section 12(1) or at such other place as may be agreed to by the Underwriters and the CorporationCorporation may agree upon.
(3) At the Option Closing Time, the Corporation shall issue deliver to the Underwriters that number of definitive share certificate(s) representing the Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with registered in the name of “CDS & Co.” (or its nomineesuch other name or names as RBC, if requested on behalf of the Underwriters, may direct the Corporation in writing at least 24 hours before the Option Closing Time. Delivery by the Lead Underwriters, the Corporation of such Additional Shares electronically through the non-certificated inventory system of CDS shall be made against payment by the Underwriters to the Corporation of $16.60 per the aggregate purchase price for such Additional Share Shares by wire transfer (to a bank account designated by the Corporation to the Underwriters at least 24 hours prior to the Option Closing Time) or certified cheque as otherwise agreed to by the Corporation and the Underwriters, in the City of Calgary, together with a receipt signed by RBC, on behalf of the Underwriters, for such certificate(s). The parties agree that the Underwriters shall deduct from the aggregate purchase price payable to the Corporation or as otherwise directed by for the Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option an amount equal to the Underwriting Fee in respect of such Additional Shares in satisfaction of the Corporation’s obligation to pay the Underwriting Fee in respect of such Additional Shares.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation several obligations of the Underwriters to make any payment or delivery contemplated by this Section 16 is purchase the Additional Shares, if any, hereunder are subject to the conditions set forth delivery to the Underwriters on the Option Closing Date of opinions dated the Option Closing Date substantially similar to the opinions and letters contemplated in Section 15Sections 11(1)(a) to (c), certificates dated the Option Closing Date substantially similar to the officer’s certificates contemplated in Sections 11(1)(d) and (e) and such other customary closing certificates and documents as the Underwriters may reasonably request with respect to the existence of the Corporation and other matters related to the sale and issuance of Additional Shares.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 2,000,000 shares of Common Stock (the “Option Shares”) which may be purchased at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 45 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. In the event that the Underwriters exercise their option to purchase all or any portion of the Option Securities, the representations and warranties of the Company and the Guarantor contained herein and the statements in any certificates furnished by the Company or the Guarantor or any of their subsidiaries hereunder shall be true and correct as of each Option Closing Time, and, at the relevant Option Closing Time, the Representatives shall have received:
(1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to timeA certificate, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “dated such Option Closing Time”, of the President or a Vice President of the Company and the Guarantor and the chief financial officer or chief accounting officer of the Company and the Guarantor, confirming that the certificate delivered at the Closing Time pursuant to Section 5(d) on hereof remains true and at which correct as of such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the OfferingTime.
(2) In The favorable opinion of Shearman & Sterling, counsel for the event that Company and the Over-Allotment Guarantor, in form and substance satisfactory to counsel for the Underwriters, dated such Option is exercised in accordance with its termsClosing Time, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at relating to the Option Closing Time at Securities and otherwise to the offices same effect as the opinion required by Section 5(b) hereof.
(3) The favorable opinion of ▇▇▇Hughes Hubbard & Reed LLP, counsel for the Underwriters, date▇ ▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇Clo▇▇▇▇ LLP or at such other place as may be agreed Time, relating to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue Securities and otherwise to the Underwriters that number of Additional Shares in respect of which same effect as the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested opinion required by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationSection 5(c) hereof.
(4) Concurrently with the deliveries A letter from PricewaterhouseCoopers LLP, in form and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable substance satisfactory to the Additional Shares Representatives and dated such Option Closing Time, substantially in the manner provided in same form and substance as the ninth letter furnished to the Representatives pursuant to Section 5(f) hereof, except that the "specified date" on the letter furnished pursuant to this paragraph of this letter against delivery of shall be a receipt for that paymentdate not more than three business days prior to such Option Closing Time.
(5) The obligation Since the time of execution of this Underwriting Agreement, there shall not have occurred a downgrading in the rating of any debt securities of the Underwriters to make Company or the Guarantor by any payment "nationally recognized statistical rating organization" (as defined for purposes of Rule 436(g) under the 1933 Act), or delivery contemplated by this Section 16 is subject to any public announcement that any such organization has under surveillance or review its rating of any debt securities of the conditions set forth in Section 15Company or the Guarantor (other than an announcement with positive implications of a possible upgrading, and no implication of a possible downgrading, of such rating).
Appears in 1 contract
Sources: Underwriting Agreement (Viacom Inc)
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative are hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to [●]2 Common Shares (the “Option Shares”), which may be purchased at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 45 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part part, by delivering notice to the Corporation not later than 5:00 p.m. (Eastern time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three two Business Days nor later than five three Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 2221, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP electronically or at such other place as may be otherwise agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead UnderwritersJoint Bookrunners, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 the Offering Price per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 15 is subject to the conditions set forth in Section 1514.
Appears in 1 contract
Sources: Underwriting Agreement (Colliers International Group Inc.)
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “"Option Closing Date”") and time (the “"Option Closing Time”") on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three two Business Days nor later than five three Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead UnderwritersUnderwriter, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 US$3.40 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to _____ shares of Common Stock (the “Option Shares”) with each Option Share to be purchased at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 45 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representative is hereby granted an option (the “Over-Allotment Option") to purchase, in the aggregate, up to 720,000 shares of Common Stock (the "Option Shares”) which may be purchased at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 30 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier later than three Business Days nor later than five (3) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ Stikeman Elliot LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 C$10.25 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth eighth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part part, by delivering notice to the Corporation Company not later than 5:00 12:00 p.m. (Toronto time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CorporationCompany). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying the Underwriters’ “over-allotments made allocation position” (as defined in National Instrument 41-101 – General Prospectus Requirements) in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ Sangra Moller LLP or at such other place as may be agreed to by the Underwriters and the CorporationCompany.
(3) At the Option Closing Time, the Corporation Company shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead UnderwritersCanaccord, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation Company or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth twelfth paragraph of this letter Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option.
(1) The Company hereby grants to the Underwriter the Over-Allotment Option to purchase additional Units, at the Offering Price, up to an aggregate of 1,500,000 Offered Units (the "Over-Allotment Units") as is equal to fifteen percent (15%) of the aggregate number of Offered Units issued pursuant to the Offering (the "Over- Allotment Option"). Each Over-Allotment Unit is comprised of one Unit Share (an "Over-Allotment Unit Share") and one Unit Warrant (an "Over-Allotment Unit Warrant"), and the terms of such Over-Allotment Unit Shares and Over-Allotment Unit Warrants shall be the same as those Unit Shares and Unit Warrants, respectively, comprising the Offered Units.
(2) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to timeexercised, in whole or in part part, and from time to time prior to its expiry in accordance with the provisions of this Underwriting Agreement, by the Underwriter, by delivering written notice of exercise to the Corporation Company, which notice must be received by the Company not later than 5:00 p.m. (Vancouver time) on the 30th day date that is thirty (30) days after the Closing Date, which such notice will specify to set forth: (a) the aggregate number of Additional Shares Over-Allotment Units to be purchased by the Underwriters Underwriter; and (b) the closing date for the purchase of Over-Allotment Units (the “Option "Over-Allotment Closing Date”) and time (the “Option Closing Time”) on and at which "), provided that such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will closing date shall not be earlier less than three (3) Business Days nor later and no more than five seven (7) Business Days after following the date of delivery such notice. Upon the furnishing of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will Underwriter shall be committed to purchase, in purchase the respective percentages set forth in Section 22, Over- Allotment Units and the Corporation will Company shall be committed to issue and sell in accordance with and subject to the provisions of this Underwriting Agreement, the number of Additional Shares Over-Allotment Units indicated in the notice. Additional Shares Over-Allotment Units may be purchased by the Underwriters Underwriter only for the purpose of satisfying over-over- allotments made in connection with the Offeringdistribution of the Offered Units and for market stabilization purposes permitted pursuant to Canadian Securities Laws.
(23) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares Over-Allotment Units in respect of which the Underwriters are Underwriter is exercising the Over-Allotment Option shall take place electronically or as may be otherwise agreed to by the Underwriter and the Company at 8:30 a.m. (Toronto time) on the Option applicable Over-Allotment Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP Date or at such other place time on the Over-Allotment Closing Date as may be agreed to upon in writing by the Underwriters Company and the Corporation.
Underwriter (3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the "Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationClosing Time").
(4) Concurrently with At the deliveries Over-Allotment Closing Time, if any, for the exercise of the Over-Allotment Option, subject to the terms and payment under paragraph (3)conditions contained in this Underwriting Agreement, the Corporation Company shall pay deliver to the Underwriter a certificate or certificates (or electronic evidence of non-certificated issuance) representing Over-Allotment Units against payment of the aggregate Offering Price therefor by wire transfer on such Over-Allotment Closing Date payable to the Company or if requested, utilize CDS. The Company will, at the Over-Allotment Closing Time, and upon such payment of the aggregate Offering Price for the Over- Allotment Units to the Company, make payment in full of the Underwriting Fee applicable which shall be made by the Company directing the Underwriter to withhold the Additional Shares Underwriting Fee from the payment of the aggregate Offering Price therefor. Certificates representing the Over-Allotment Units shall be registered in such names as the manner Underwriter may request provided in the ninth paragraph of this letter against delivery of a receipt for that paymentsuch request is made two (2) Business Days prior to an Over- Allotment Closing Date.
(5) The obligation of the Underwriters Underwriter to make any payment or delivery contemplated by this Section 16 is subject to satisfaction of the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Blake, ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 US$4.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representatives are hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 1,950,000 shares of Common Stock (the “Option Shares”).
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representatives as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 30 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representatives. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentatives, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representatives, at the offices of Faegre or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representatives. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representatives may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (AquaBounty Technologies, Inc.)
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Securities, solely to the extent there is capacity under the Registration Statement pursuant to General Instruction I.B.6 of Form S-3 as of the date of this Agreement after giving effect to the sale of the Closing Securities, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 817,585 shares of Common Stock (the “Option Shares”) at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part by delivering notice to ) of the Corporation not later than 5:00 p.m. on the 30th day Option Shares within thirty (30) days after the Closing Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Company from the Representative, which notice will specify must be confirmed in writing by overnight mail or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of Underwriter Counsel or at such other place (including remotely by other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Shares does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Option Shares indicated specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Securities, the Representative is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to _____ shares of Common Stock (the “Option Securities”).
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Securities is equal to the product of the Closing Purchase Price on a per share basis, multiplied by the number of Option Securities to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representative as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Securities within 45 days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Securities prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Shares Option Securities to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Securities (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier later than three Business Days nor later than five (3) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation)Company and the Representative, at the offices of EGS or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. Subject If such delivery and payment for the Option Securities does not occur on the Closing Date, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms of this Agreement, upon the Underwriters furnishing this noticeand conditions set forth herein, the Underwriters will be committed become obligated to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated Option Securities specified in the such notice. Additional Shares The Representative may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that cancel the Over-Allotment Option is exercised in accordance with its terms, at any time prior to the closing expiration of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue written notice to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of Gowling ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead UnderwritersUnderwriter, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 0.80 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth eighth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part part, by delivering notice to the Corporation Company not later than 5:00 p.m. (Eastern time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three two Business Days nor later than five three Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CorporationCompany). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 2221, and the Corporation Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP electronically or at such other place as may be otherwise agreed to by the Underwriters and the CorporationCompany.
(3) At the Option Closing Time, the Corporation Company shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 the Offering Price per Additional Share by wire transfer or certified cheque payable to the Corporation Company or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 15 is subject to the conditions set forth in Section 1514.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. E.D.T. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreementagreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the OfferingOffering or for market stabilization purposes.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ Gowling WLG (Canada) LLP or at such other place as may be agreed to by the Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 US$1.46 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth eighth paragraph of this letter against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters at any time and from time to time, in whole or in part part, by delivering notice to the Corporation Company not later than 5:00 p.m. (Eastern time) on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three two Business Days nor later than five three Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the CorporationCompany). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 2221, and the Corporation Company will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP electronically or at such other place as may be otherwise agreed to by the Underwriters and the CorporationCompany.
(3) At the Option Closing Time, the Corporation Company shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead UnderwritersJoint Bookrunners, or any one of them, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 the Offering Price per Additional Share by wire transfer or certified cheque payable to the Corporation Company or as otherwise directed by the CorporationCompany.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation Company shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth paragraph of this letter Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 15 is subject to the conditions set forth in Section 1514.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Representatives are hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 450,000 shares of Common Stock (the “Option Shares”) at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Representatives as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within forty-five (45) days after the Execution Date. An Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Representative. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateRepresentative, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five one (1) full Business Days Day after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, Company and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this AgreementRepresentative, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place (including remotely by facsimile or other electronic transmission) as may shall be agreed to upon by the Underwriters Company and the Corporation.
(3) At Representative. If such delivery and payment for the Option Shares does not occur on the Closing TimeDate, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Corporation shall issue Company will become obligated to convey to the Underwriters, and, subject to the terms and conditions set forth herein, the Underwriters that will become obligated to purchase, the number of Additional Option Shares specified in respect of which the Underwriters are exercising such notice. The Representatives may cancel the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable at any time prior to the Corporation or as otherwise directed expiration of the Over-Allotment Option by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable written notice to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that paymentCompany.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Sources: Underwriting Agreement (Cibus, Inc.)
Over Allotment Option. (1) The Over-Allotment Option may be exercised by the Underwriters Lead Underwriters, on behalf of the Underwriters, at any time and from time to time, in whole or in part by delivering notice to the Corporation not later than 5:00 p.m. on the 30th day after the Closing Date, which notice will specify the number of Additional Shares to be purchased by the Underwriters and the date (the “Option Closing Date”) and time (the “Option Closing Time”) on and at which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five Business Days after the date of delivery of such notice (except to the extent a shorter or longer period shall be agreed to by the Corporation). Subject to the terms of this Agreement, upon the Lead Underwriters furnishing this noticenotice to the Corporation pursuant to this Section 16(1), the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this Agreement, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇Fogler, ▇▇▇▇▇▇▇▇ LLP in Toronto, Ontario or at such other place as may be agreed to by the Lead Underwriters and the Corporation.
(3) At the Option Closing Time, the Corporation shall issue to the Underwriters that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 US$92.50 per Additional Share by wire transfer or certified cheque payable to the Corporation or as otherwise directed by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (316(3), the Corporation shall pay the Underwriting Fee applicable to the Additional Shares in the manner provided in the ninth eighth paragraph of this letter Agreement against delivery of a receipt for that payment.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
Appears in 1 contract
Over Allotment Option. (1a) For the purposes of covering any over-allotments in connection with the distribution and sale of the Closing Shares, the Underwriter is hereby granted an option (the “Over-Allotment Option”) to purchase, in the aggregate, up to 645,000 shares of Common Stock (the “Option Shares”) at the Share Purchase Price.
(b) In connection with an exercise of the Over-Allotment Option, the purchase price to be paid for the Option Shares is equal to the product of the Share Purchase Price multiplied by the number of Option Shares to be purchased (the aggregate purchase price to be paid on an Option Closing Date, the “Option Closing Purchase Price”).
(c) The Over-Allotment Option granted pursuant to this Section 2.2 may be exercised by the Underwriters Underwriter as to all (at any time and time) or any part (from time to time, in whole or in part ) of the Option Shares within 30 days after the Execution Date. The Underwriter will not be under any obligation to purchase any Option Shares prior to the exercise of the Over-Allotment Option by delivering the Underwriter. The Over-Allotment Option granted hereby may be exercised by the giving of oral notice to the Corporation not later than 5:00 p.m. on Company from the 30th day after the Closing DateUnderwriter, which notice will specify must be confirmed in writing by overnight mail or facsimile or other electronic transmission setting forth the number of Additional Option Shares to be purchased by the Underwriters and the date and time for delivery of and payment for the Option Shares (the each, an “Option Closing Date”) and time (the “Option Closing Time”) on and at ), which such Additional Shares are to be purchased. Such Option Closing Date may be the same as (but not earlier than) the Closing Date and will not be earlier than three Business Days nor later than five two (2) full Business Days after the date of delivery of the notice or such notice (except to the extent a shorter or longer period other time as shall be agreed to upon by the Corporation). Subject to the terms of this Agreement, upon the Underwriters furnishing this notice, the Underwriters will be committed to purchase, in the respective percentages set forth in Section 22, Company and the Corporation will be committed to issue and sell in accordance with and subject to the provisions of this AgreementUnderwriter, the number of Additional Shares indicated in the notice. Additional Shares may be purchased by the Underwriters only for the purpose of satisfying over-allotments made in connection with the Offering.
(2) In the event that the Over-Allotment Option is exercised in accordance with its terms, the closing of the issuance and sale of that number of Additional Shares in respect of which the Underwriters are exercising the Over-Allotment Option shall take place at the Option Closing Time at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ LLP or at such other place (including remotely by facsimile or other electronic transmission) as may shall be agreed to upon by the Underwriters Company and the Corporation.
(3) At Underwriter. If such delivery and payment for the Option Shares does not occur on the Closing TimeDate, each Option Closing Date will be as set forth in the notice. Upon exercise of the Over-Allotment Option, the Corporation shall issue Company will become obligated to convey to the Underwriters that Underwriter, and, subject to the terms and conditions set forth herein, the Underwriter will become obligated to purchase, the number of Additional Option Shares specified in respect of which the Underwriters are exercising such notice. The Underwriter may cancel the Over-Allotment Option and deposit with CDS or its nominee, if requested by the Lead Underwriters, the Additional Shares electronically through the non-certificated inventory system of CDS against payment of $16.60 per Additional Share by wire transfer or certified cheque payable at any time prior to the Corporation or as otherwise directed expiration of the Over-Allotment Option by the Corporation.
(4) Concurrently with the deliveries and payment under paragraph (3), the Corporation shall pay the Underwriting Fee applicable written notice to the Additional Shares in the manner provided in the ninth paragraph of this letter against delivery of a receipt for that paymentCompany.
(5) The obligation of the Underwriters to make any payment or delivery contemplated by this Section 16 is subject to the conditions set forth in Section 15.
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