Bona Fide Equity Financing definition

Bona Fide Equity Financing means the sale and issuance by Company of its equity securities (whether common shares, preferred shares and/or warrants) and/or convertible debt in each case for bona fide financing purposes with gross proceeds to Company in excess of $10,000,000 over any 60-day period. The effective price per share of any Bona Fide Equity Financing shall be equal to (a) the gross proceeds of such Bona Fide Equity Financing received by the Company (plus, in the case of any securities convertible or exercisable for Common Stock (including warrants) the total cash exercise or conversion price payable upon conversion or exercise) divided by (b) the aggregate number of shares of Common Stock issued in such Bona Fide Equity Financing (plus all shares of Common Stock issuable upon exercise or conversion of such convertible or exercisable securities (including warrants)).
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Bona Fide Equity Financing means an issuance by Athersys for its own account of its capital stock, in a single transaction or a series of related transactions, in exchange for cash and as part of a bona fide equity financing of Athersys with financial investors in an aggregate amount equal to or greater than Fifteen Million Dollars ($15,000,000.00), excluding (x) the issuance of its capital stock upon the exercise of any rights, options, warrants or other securities exercisable for its capital stock, (y) the issuance of its capital stock upon conversion of securities convertible into its capital stock and (z) the issuance of its securities that do not constitute capital stock that are exercisable for or convertible into its capital stock.
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Examples of Bona Fide Equity Financing in a sentence

  • As promptly as practicable, but in no event later than three (3) business days following the consummation of the Bona Fide Equity Financing, subject to Section 3.3, the Company shall issue and deliver to the Holder (a) a certificate for the number of shares of Company capital stock issuable upon the conversion of this Note, and (b) a cash payment in respect of any fractional shares of Company capital stock pursuant to Section 2.3.

Related to Bona Fide Equity Financing

  • Equity Financing means the next sale (or series of related sales) by the Company of its Equity Securities to one or more third parties following the date of this instrument from which the Company receives gross proceeds of not less than $1,000,000 cash or cash equivalent (excluding the conversion of any instruments convertible into or exercisable or exchangeable for Capital Stock, such as SAFEs or convertible promissory notes) with the principal purpose of raising capital.

  • Subsequent Financing shall have the meaning ascribed to such term in Section 4.12(a).

  • Subsequent Financing Notice shall have the meaning ascribed to such term in Section 4.12(b).

  • Qualified Securitization Transaction means any transaction or series of transactions that may be entered into by the Company or any of its Restricted Subsidiaries pursuant to which the Company or any of its Subsidiaries may sell, convey or otherwise transfer to:

  • Qualified Securitization Financing means any Securitization Financing of a Securitization Subsidiary that meets the following conditions: (a) the board of directors of the Company shall have determined in good faith that such Qualified Securitization Financing (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Company and the Securitization Subsidiary, (b) all sales and/or contributions of Securitization Assets and related assets to the Securitization Subsidiary are made at fair market value (as determined in good faith by the Company) and (c) the financing terms, covenants, termination events and other provisions thereof, including any Standard Securitization Undertakings, shall be market terms (as determined in good faith by the Company). The grant of a security interest in any Securitization Assets of the Company or any of the Restricted Subsidiaries (other than a Securitization Subsidiary) to secure Indebtedness under this Agreement prior to engaging in any Securitization Financing shall not be deemed a Qualified Securitization Financing.