Bridge Shares definition

Bridge Shares means shares of the Company’s Common Stock issued to each Purchaser equal to and based on (A) 100% of the Face Value of each Purchaser’s Note divided by the Company’s IPO price upon the pricing of the Company’s IPO or (B) if the Company fails to complete the IPO before the Maturity Date, the number of shares calculated using a $27 million pre-money valuation for the Company and the number of the Company’s shares outstanding on the Maturity Date.
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Bridge Shares means shares of the Company’s Common Stock issued to each Purchaser equal to and based on the Base Price.
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Bridge Shares means the shares of Common Stock issued or issuable upon exercise of the Bridge Warrants in accordance with the terms thereof and any Common Stock issued as or issuable upon the conversion or exercise or any warrant, option, right, or other security which is issued as a dividend or other distribution with respect to or in exchange for or in replacement of the shares of Common Stock issued or issuable upon exercise of the Bridge Warrants.
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Examples of Bridge Shares in a sentence

  • On the Closing Dates, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and each Purchaser, severally and not jointly, agrees to purchase an aggregate of (i) Notes with a Face Value listed on the Purchaser’s signature page and (ii) Warrants to purchase shares equal to 50% of the Bridge Shares.

  • If holders of Common Stock are given any choice as to the securities, cash or property to be received in a Fundamental Transaction, then the Holder shall be given the same choice as to the Alternate Consideration it receives for the Bridge Shares following such Fundamental Transaction.

  • By way of example, if E is the total number of Bridge Shares in effect immediately prior to such Dilutive Issuance, F is the Base Price in effect immediately prior to such Dilutive Issuance, and G is the Dilutive Issuance Price, the adjustment to the number of Bridge Shares can be expressed in the following formula: Total number of Bridge Shares after such Dilutive Issuance = the number obtained from dividing [E x F] by G.

  • Within thirty days following the initial filing of such registration statement (or any registration statement described below) and notice of the filing by the Company to the Holders, the Holders of the Bridge Shares and Bridge Notes shall have the right and the opportunity to convert or exchange such securities into Registrable Securities for inclusion in such registration statement.

  • The Bridge Notes and Bridge Shares are herein called the Bridge Securities.

  • Until the Notes are no longer outstanding, whenever the Base Price is adjusted under Section 6.24(b), the number of Bridge Shares shall be increased on a full ratchet basis to the number of shares of Common Stock determined by multiplying the Base Price then in effect immediately prior to such adjustment by the number of Bridge Shares issuable immediately prior to such adjustment and dividing the product thereof by the Base Price resulting from such adjustment.

  • Until the Notes are no longer outstanding, whenever the Base Price is adjusted under Section 6.23(b), the number of Bridge Shares shall be increased on a full ratchet basis to the number of shares of Common Stock determined by multiplying the Base Price then in effect immediately prior to such adjustment by the number of Bridge Shares issuable immediately prior to such adjustment and dividing the product thereof by the Base Price resulting from such adjustment.

  • If the Registration Statement is not effective before January 24, 2025, the Purchaser shall receive Bridge Shares equal to $500 per day.

  • Whenever the Base Price is adjusted pursuant to any provision of this Section 6.23, the Company shall promptly email to the Holder a notice setting forth the Base Price after such adjustment and any resulting adjustment to the number of Bridge Shares and setting forth a brief statement of the facts requiring such adjustment.

  • Such conversion shall not be considered a Fundamental Transaction, increase the amount of Bridge Shares the Purchaser receives, or lower the Exercise Price of the Warrant.


More Definitions of Bridge Shares

Bridge Shares means the up to 12,308,929 shares of Class A Stock constituting a portion of the shares of Class A Stock our Sponsor committed to purchase pursuant to the Sponsor Subscription Agreement that our Sponsor may transfer to third parties in compliance with the Securities Act prior to the closing of the Business Combination.
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Bridge Shares shall have the meaning given in the Recitals hereto.
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Bridge Shares has the meaning stated in Section 2.01(b).
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Bridge Shares means the Capital Stock of the Borrower to be issued to the Lenders pursuant to the provisions of the Stock Purchase Agreement.
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Bridge Shares has the meaning given it in the recitals of this Agreement.
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Related to Bridge Shares

  • Note Shares means the shares of Common Stock issuable upon conversion of the Notes.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Purchase Shares has the meaning set forth in Section 2.2(a) hereof.

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

  • Commitment Shares shall have the meaning set forth in Section 12.04.

  • Placement Warrants shall have the meaning given in the Recitals hereto.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • Subscriber Shares means the Shares which the subscribers to the Instrument of the ICAV agree to subscribe for as more particularly hereinafter set forth after their names.

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

  • Private Placement Warrants shall have the meaning given in the Recitals hereto.

  • Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Private Placement Shares shall have the meaning given in the Recitals hereto.

  • Placement Units shall have the meaning given in the Recitals hereto.

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

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

  • Purchased Securities has the meaning assigned in the Terms;

  • Unsubscribed Shares means the Rights Offering Shares that have not been duly purchased by the Rights Offering Participants in accordance with the Rights Offering Procedures and the Plan.

  • Purchaser Warrants means Purchaser Private Warrants and Purchaser Public Warrants, collectively.

  • ASA Shares has the meaning set forth in 2.4(a).

  • Convertible Debentures means the 10½% Convertible Subordinated Debentures due 2007 of the Company.

  • Purchased Shares has the meaning set forth in Section 2.01.