Underwritten Shelf Takedown definition

Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.
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Underwritten Shelf Takedown means an Underwritten Public Offering pursuant to an effective Shelf Registration Statement.
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Underwritten Shelf Takedown has the meaning set forth in Section 2.1(c).
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Examples of Underwritten Shelf Takedown in a sentence

  • The Holders of more than 50% of the Registrable Securities to be so offered shall determine the pricing of the Registrable Securities offered pursuant to any Underwritten Shelf Takedown, the applicable underwriting discounts and commissions, and the timing of any such Underwritten Shelf Takedown, subject to the terms of this Agreement.

  • All such holders proposing to distribute their Registrable Securities through an Underwritten Shelf Takedown under this Section 2.3.4 shall enter into an underwriting agreement in customary form with the Underwriter(s) selected for such Underwritten Offering by the majority-in-interest of the Takedown Requesting Holders initiating the Underwritten Shelf Takedown.

  • If the number of shares of Class A Common Stock which can be sold is less than the number of Registrable Securities proposed to be included in the Underwritten Shelf Takedown pursuant to clause (i) above by the Holders, the amount of shares of Class A Common Stock to be sold shall be allocated to the Holders, pro rata among all such Holders on the basis of the number of Registrable Securities requested to be included therein by all such Holders or as such Holders and the Company may otherwise agree.

  • If any of the Registrable Securities are to be sold in an Underwritten Shelf Takedown initiated by the Holders, the Holders of more than 50% of the Registrable Securities to be so offered shall select the investment banking firm or firms to manage the underwritten offering in consultation with the Company and provided that such selection shall be subject to the consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed.

  • Any Holder may deliver written notice (an “Opt-Out Notice”) to the Company requesting that such Holder not receive notice from the Company of the proposed filing of any Underwritten Shelf Takedown or Piggyback Underwritten Offering, the withdrawal of any Underwritten Shelf Takedown or Piggyback Underwritten Offering or any event that would lead to a Blackout Period as contemplated by Section 4; provided, however, that such Holder may later revoke any such Opt-Out Notice in writing.


More Definitions of Underwritten Shelf Takedown

Underwritten Shelf Takedown is defined in Section 2.1.4.
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Underwritten Shelf Takedown shall have the meaning set forth in Section 2(a)(iv).
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Underwritten Shelf Takedown has the meaning given to such term in Section 3(b).
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Underwritten Shelf Takedown means an Underwritten Offering effected pursuant to an S-3 Shelf Registration.
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Underwritten Shelf Takedown has the meaning set forth in Section 4.1(f).
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Underwritten Shelf Takedown has the meaning set forth in Section 3.1(d)(i).
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Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3. “Working Capital Warrants” shall have the meaning given in the Recitals hereto.
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