Backstop Securities definition

Backstop Securities means the Unsubscribed Securities purchased by the Backstop Parties pursuant to the terms hereof.
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Backstop Securities means, with respect to any Backstop Party, the Default Securities that such Backstop Party elects to purchase pursuant to Section 1.2(c), if any, together with such Backstop Party’s Backstop Commitment Securities and Put Option Securities.
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Backstop Securities shall have the meaning given in the A&R Forward Purchase Agreement. “Backstop Shares” shall have the meaning given in the A&R Forward Purchase Agreement. “Backstop Warrants” shall have the meaning given in the A&R Forward Purchase Agreement.
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Examples of Backstop Securities in a sentence

  • Such Backstop Party understands and agrees that such Backstop Party is purchasing the Backstop Securities directly from the Company.

  • Such Backstop Party understands that the Backstop Securities are being offered in a transaction not involving any public offering within the meaning of the Securities Act and that the issuance of the Backstop Securities by the Company to such Backstop Party has not been registered under the Securities Act.

  • The Debtors will apply the proceeds from the Offerings and the Backstop Securities pursuant to the Plan.

  • Such Backstop Party understands and is able to bear any economic risks associated with such investment (including the necessity of holding the Backstop Securities for an indefinite period of time).

  • Such Backstop Party acknowledges and agrees that, absent an effective registration statement, that the Backstop Securities will be subject to these securities law transfer restrictions and as a result of these transfer restrictions, such Backstop Party may not be able to readily resell the Backstop Securities and may be required to bear the financial risk of an investment in the Backstop Securities for an indefinite period of time in the United States.

  • Such Backstop Party understands that the Backstop Securities may not be offered, resold, transferred, pledged or otherwise disposed of by such Backstop Party in the United States absent an effective registration statement under the Securities Act, except pursuant to an applicable exemption from the registration requirements of the Securities Act, and in accordance with any applicable securities laws of the applicable states and other jurisdictions of the United States.

  • Such Backstop Party is not acquiring the Backstop Securities with the view to, or for resale in connection with, any distribution thereof not in compliance with applicable securities Laws, and such Backstop Party has no present intention of selling, granting any participation in, or otherwise distributing the same, except in compliance with applicable securities Laws.

  • Such Backstop Party has such knowledge and experience in financial and business matters such that it is capable of evaluating the merits and risks of its investment in the Backstop Securities being acquired hereunder.

  • Each Backstop Party acknowledges and agrees that such Backstop Party has received and has had an adequate opportunity to review information made available to such Backstop Party in connection with such Backstop Party’s purchase of the Backstop Securities and such financial and other information as such Backstop Party deems necessary in order to make an investment decision with respect to the Backstop Securities.

  • None of the Company nor any of the other Debtors is a party to any Contract with any Person (other than this Agreement) that would give rise to a valid claim against the Backstop Parties for a brokerage commission, finder’s fee or like payment in connection with the Offerings, the sale of the Backstop Securities or the payment of the Backstop Payment.


More Definitions of Backstop Securities

Backstop Securities shall have the meaning given in the A&R Forward Purchase Agreement.
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Backstop Securities has the meaning given to such term in Section 1.2(e) hereof.
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Backstop Securities means Convertible Preferred Stock in an aggregate number equal to 150,000 less the aggregate number of Initial Rights Offering Securities that are validly subscribed for by Eligible Holders of Allowed TUSA General Unsecured Claims pursuant to the exercise of Subscription Rights in the Rights Offering prior to the Rights Offering Expiration Time.
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Backstop Securities means the Unsubscribed Securities subscribed for by the Backstop Parties pursuant to the terms hereof. “BCA Approval Motion” means the motion to be filed by the Debtors seeking approval of this Agreement and entry of the BCAApproval Order. Order.
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Backstop Securities has the meaning set forth in the Recitals.
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Related to Backstop Securities

  • ETP Securities means the Series of ETP Securities to which these Conditions relates or, as the context may require, any or all securities issued by the Issuer under the Programme.

  • Lock-Up Securities shall have the meaning set forth in Section 4.1.

  • Series A Securities means the Company's 10.01% Series A Junior Subordinated Deferrable Interest Debentures due March 15, 2027, as authenticated and issued under this Indenture.

  • BofA Securities means BofA Securities, Inc.

  • Equity-linked Securities means any debt or equity securities that are convertible, exercisable or exchangeable for Class A Shares issued in a financing transaction in connection with a Business Combination, including but not limited to a private placement of equity or debt.

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Placement Agent Warrants shall have the meaning set forth in the Subscription Agreement.

  • Purchaser Securities means the Purchaser Shares, Purchaser Rights, Purchaser Units, Purchaser Warrants, collectively.

  • Partnership Securities has the meaning assigned to such term in Section 4.4(a).

  • Rights Offering Shares means, collectively, the shares of New Common Stock issued in the Rights Offering.

  • Exchangeable Securities means any securities of any trust, limited partnership or corporation other than the Trust that are convertible or exchangeable directly for Units without the payment of additional consideration therefore;

  • Investor Securities means the securities eligible for registration pursuant to the Registration Rights Agreement.

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

  • Conversion Securities has the meaning set forth in Section 4.08(b).

  • Series A Shares means shares of Series A Convertible Preferred Stock, par value $0.001 per share, of the Company.

  • Backstop Parties means, collectively, the Initial Backstop Parties and the Additional Backstop Parties.

  • Exempt Securities has the meaning set forth in Section 4.4(d).

  • Offering Shares means the Class A Shares sold in the Offering, whether such Class A Shares were purchased in the Offering or in the secondary market following the Offering and whether or not such holders are affiliates of the Sponsor.

  • Approved Securities means securities of any State Government or of the Central Government and such bonds, both the principal whereof and the interest whereon shall have been fully and unconditionally guaranteed by any such Government;

  • SPA Securities means the Notes issued pursuant to the Securities Purchase Agreement.

  • Investor Warrants has the meaning given it in the recitals of this Agreement.

  • A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;

  • Pari Passu Securities means any class or series of capital stock of the Company hereafter created specifically ranking, by its terms, on parity with the Designated Preferred Stock as to distribution of assets upon liquidation, dissolution or winding up of the Company, whether voluntary or involuntary.