Beneficially Own

Beneficially Own. Or "Beneficial Owner" with respect to any securities means having "beneficial ownership" as determined pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended.

Beneficially Own. Shall have the meaning (or the correlative meaning, as applicable) set forth in Rule 13d-3 of the rules and regulations promulgated under the Exchange Act; provided that, for purposes of Sections 3.2(a) and (b) and Section 4.1(a) below, "Beneficially Own" and "Beneficial Ownership" shall include securities that are beneficially owned, directly or indirectly, by the Raging Capital Group, as a Receiving Party; provided, however, that the number of shares of Common Stock that a person is deemed to... beneficially own pursuant to this proviso in connection with a particular Derivatives Contract shall not exceed the number of Notional Common Shares with respect to such Derivatives Contract. View More

Beneficially Own. Shall have the meaning assigned to such term in Rule 13d-3 under the Securities Exchange Act of 1934, as amended, and any Person's beneficial ownership of securities shall be calculated in accordance with the provisions of such Rule.

Beneficially Own. Shall have the meaning set forth in Rules 13d-3 and 13d-5(b)(l) promulgated under the Exchange Act

Beneficially Own. With respect to any securities shall mean having "beneficial ownership" of such securities (as determined pursuant to Rule 13d-3 under the Exchange Act, as in effect on the date hereof); provided, however, that, subject to the next sentence, a Person will be deemed to beneficially own (and have beneficial ownership of) all securities that such Person has the right to acquire, whether such right is exercisable immediately or with the passage of time or the satisfaction of conditions, including,... without limitation, pursuant to the Equityholders Distribution of Proceeds Agreement (as defined in the Merger Agreement) without duplication. For purposes of this Agreement, a Stockholder shall be deemed to beneficially own (and have beneficial ownership of) the Holdback Shares. The terms "Beneficial Ownership" and "Beneficial Owner" have correlative meanings. View More

Beneficially Own. Or 'Beneficial Ownership' shall have the meaning set forth in Rule 13d-3 of the rules and regulations promulgated under the Exchange Act, except that for purposes of this Agreement the words 'within sixty days' in Rule 13d-3(d)(1)(i) shall not apply, to the effect that a Person shall be deemed to be the beneficial owner of a security if that Person has the right to acquire beneficial ownership of such security at any time, provided that, for the avoidance of doubt, a Bank Purchaser shall be... deemed to Beneficially Own Securities over which such Bank Purchaser is exercising its rights under Section 6 of the Security Agreement. View More

Beneficially Own. Means any direct or indirect, collective beneficial ownership (as such term is defined in Rule 16a-1(a)(2) promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended).

Beneficially Own. Shall have the meaning set forth in Rule 13d-3 under the 1934 Act.

Beneficially Own. With respect to any securities means having "beneficial ownership" of such securities (as determined pursuant to Rule 13d-3 under the Exchange Act, as in effect on the date hereof, without regard to the 60-day provision in paragraph (d)(1)(i) thereof). The terms "Beneficial Ownership" and "Beneficial Owner" have correlative meanings. For the avoidance of doubt, any Person will be deemed to Beneficially Own (a) all shares of Common Stock (as hereinafter defined) issuable upon exchange of the... Series A Preferred Stock owned by such Person and its Affiliates in accordance with this Agreement and (b) all shares of Common Stock that may be purchased upon exercise of the Warrants held by such Person and its Affiliates. View More

Beneficially Own. Means, with respect to any Person, any securities: (a) which such Person or any of such Person's Affiliates or Associates, directly or indirectly, has the right to acquire (whether such right is exercisable immediately or only after the passage of time) pursuant to any agreement, arrangement or understanding (whether or not in writing) or upon the exercise of conversion rights, exchange rights, rights, warrants, options or otherwise; (b) which such Person or any such Person's Affiliates or... Associates, directly or indirectly, has the right to vote or dispose of or has "beneficial ownership" of (as determined pursuant to Rule 13d-3 promulgated under the Exchange Act as such rule is in effect on the date of this Agreement), including pursuant to any agreement, arrangement or understanding, whether or not in writing; provided, however, that a Person shall not be deemed to "Beneficially Own" any security under this subparagraph (b) as a result of an agreement, arrangement or understanding to vote such security if such agreement, arrangement or understanding arises solely from a revocable proxy given in response to a public proxy or consent solicitation made by DGSE pursuant to, and in accordance with, the applicable provisions of the General Rules and Regulations promulgated under the Exchange Act; or (c) which are beneficially owned, directly or indirectly, by any other Person (or any Affiliate or Associate thereof) with which such Person (or any of such Person's Affiliates or Associates) has an agreement, arrangement or understanding (whether or not in writing), for the purpose of acquiring, holding, voting (except pursuant to a revocable proxy as described in the proviso to subparagraph (b) next above) or disposing of any voting securities of DGSE; provided, however, that nothing in this subparagraph (c) shall cause a person engaged in business as an underwriter of securities to "Beneficially Own" any securities acquired through such Person's participation in good faith in a firm commitment underwriting under the Securities Act until the expiration of forty days after the date of such acquisition. The related term "Beneficial Owner" shall have the correlative meaning. View More