Overallotment Option Clause Samples
An Overallotment Option is a provision in securities offerings that allows underwriters to purchase additional shares from the issuer, typically up to a specified percentage beyond the original amount offered. This option is usually exercised if demand for the securities exceeds expectations, enabling underwriters to stabilize the market price by covering short positions created during the offering. The core practical function of the Overallotment Option is to provide flexibility in managing supply and demand, thereby reducing price volatility and supporting orderly trading after the offering.
Overallotment Option. In addition, on the basis of the representations and warranties herein included and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriters to purchase up to an additional $15,000,000 aggregate principal amount of Notes at the purchase price of $24.00 per Note. The option hereby granted will expire 30 days after the date of this Agreement and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Notes upon notice to the Company by the Underwriters through the Representatives in writing setting forth the aggregate principal amount of Option Notes as to which the Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Notes. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Underwriters, but shall not be later than seven full business days, nor earlier than two full business days, after the exercise of said option, nor in any event prior to Closing Time, unless otherwise agreed upon by the Underwriters and the Company. If the option is exercised as to all or any portion of the principal amount of the Option Notes, each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total aggregate principal amount of the Option Notes then being purchased which the respective principal amounts of the Initial Notes set forth in Schedule A opposite the name of which Underwriter bears to the total aggregate principal amount of the Initial Notes, subject to such adjustments as the Representatives in their discretion shall make to eliminate any sales or purchases of fractional Notes.
Overallotment Option. On the terms and subject to the conditions referred to in this Agreement, the Selling Shareholder in respect of the Option Shares (up to the number of Option Shares set in column (3) of Part A of Schedule 1) on the basis of the representations, Warranties and undertakings in this Agreement grants to the Joint Global Coordinators (on behalf of the Managers) the Overallotment Option to call for the Selling Shareholder to sell up to the maximum number of Option Shares for the purpose of covering short positions resulting from overallotments or from sales of Ordinary Shares on or before the Stabilisation Period End Date. The Overallotment Option shall be exercisable once, in whole or in part, by notice in writing to the Selling Shareholder at any time on or before the Stabilisation Period End Date and, to the extent not exercised, may be terminated by the Joint Global Coordinators (on behalf of the Managers) at any time.
Overallotment Option. In the event that the Option is exercised, Spark Energy shall issue the Additional Shares to the Underwriters at a price per share equal to the per share initial public offering price of the Class A Common Stock (less underwriting discounts and commissions as set forth in the Underwriting Agreement), Spark Energy shall transfer all of the net proceeds it receives from the exercise of the Option to NuDevco Retail Holdings in exchange for a number of Spark HoldCo units equal to the number of shares of Class A Common Stock sold by Spark Energy to the public pursuant to the Option, and a corresponding number of shares of Class B common stock shall be cancelled.
Overallotment Option. (a) In addition to the Securities being sold by the Company and the Sellers and described in Section 1 hereof (which are referred to herein as the "Firm Securities"), you, at your option, shall have the right to purchase from the Company up to an aggregate of 653,747 additional shares of Common Stock (the "Optional Securities"). The two paragraphs of Section 3 hereof shall be deemed to apply only to the purchase, sale and delivery of the Firm Securities. References in those two paragraphs to the "Securities" shall be deemed to be references to the "Firm Securities;" except as otherwise provided in this Section 12, other references in this Agreement to the "Securities" shall be deemed to include the Firm Securities and the Optional Securities.
(b) Upon written notice from you given to the Company not more than 30 days subsequent to the date of the public offering of the Securities, you may purchase all or less than all of the Optional Securities at the purchase price per share to be paid for the Firm Securities. Such Optional Securities may be purchased by you only for the purpose of covering over-allotments made in connection with the sale of the Firm Securities. No Optional Securities shall be sold or delivered unless the Firm Securities previously have been, or simultaneously are, sold and delivered. The right to purchase the Optional Securities or any portion thereof may be surrendered and terminated at any time upon notice by you to the Company. The "Closing Date" as defined in Section 3 hereof, shall be deemed to be the "First Closing Date," and the time for the delivery of, and payment for, the Optional Securities, is herein referred to as the "Option Closing Date" (which may be the First Closing Date). The Option Closing Date shall be determined by you but shall be not later than 10 days after you give to the Company written notice of election to purchase Optional Securities. The preparation, registration, checking and delivery of, and payment for, the Optional Securities shall occur or be made in the same manner as provided in Section 3 hereof for the Firm Securities, except as you and the Company may otherwise agree.
Overallotment Option. This Third Supplemental Indenture shall permit the issuance from time to time, subject to the terms of the Overallotment Option, of additional Subordinated Debentures of this series in accordance with the procedures established in Section 303 of the Indenture.
Overallotment Option. If the Overallotment Option does not close by the thirteenth day from and including the date of the closing of the Debenture Offering or within such longer period as agreed with the underwriters of the Debenture Offering, then no Second Closing will take place and the Company shall have no obligation to repurchase, and Investor will have no obligation to sell to the Company, the Second Closing Preferred Shares.
Overallotment Option. In the event the underwriters of the IPO fail to exercise in full their over-allotment option pursuant to the Underwriting Agreement, the Seller shall sell to the Purchasers, and the Purchasers shall purchase from the Seller, an aggregate of up to 1,759,944 additional Class A Ordinary Shares of the Company (the “Option Shares”), at a purchase price per Class A Ordinary Share equal to the IPO Price, with each Purchaser purchasing the number of Option Shares set forth opposite such Purchaser’s name on Schedule 2 hereto. In the event of a partial exercise of the over-allotment option, the relevant Purchasers shall purchase from the Seller, on a pro rata basis an aggregate of such number of Class A Ordinary Shares that are not purchased by the underwriters of the IPO also at a purchase price per Class A Ordinary Share equal to the IPO Price. The purchase and sale pursuant to this Section 2.4 shall be conducted in an “offshore transaction” in accordance with Regulation S, and shall be completed no later than thirty (30) days after the Closing Date.
Overallotment Option. Partners. .Partner Nonrecourse Debt. .Partner Nonrecourse Debt Minimum Gain. .Partner Nonrecourse Deductions. .Partnership. .
Overallotment Option. In addition, on the basis of the representations and warranties herein included and subject to the terms and conditions herein set forth, the Company hereby grants an option to the Underwriters to purchase up to an additional 1,500,000 Shares at the purchase price set forth on the first page of this Agreement less an amount, if any, equal to any dividend payable on the Initial Shares and not payable on the Option Shares. The option hereby granted will expire 30 days after the date of this Agreement and may be exercised in whole or in part from time to time only for the purpose of covering overallotments which may be made in connection with the offering and distribution of the Initial Shares upon notice to the Company by the Underwriters through the Representatives in writing setting forth the number of Option Shares as to which the Underwriters are then exercising the option and the time, date and place of payment and delivery for such Option Shares. Any such time and date of delivery (a “Date of Delivery”) shall be determined by the Underwriters, but shall not be later than seven full business days, nor earlier than two full business days, after the exercise of said option, nor in any event prior to Closing Time, unless otherwise agreed upon by the Underwriters and the Company.
Overallotment Option. If the option is exercised in full, the total Price to Public, Underwriting Discount and Proceeds to the Issuer will be $460,000,000, $14,490,000 and $445,510,000, respectively. Interest Rate: 8.25% per annum, accruing from the Original Issue Date Interest Payment Dates: Subject as provided below, interest will be payable quarterly in arrear on each March 1, June 1, September 1 and December 1 of each year, beginning on March 1, 2012. Interest during the initial interest period (long coupon) accrues from and including November 22, 2011 to but excluding March 1, 2012.