Convertible Debt Financing definition

Convertible Debt Financing means the Company’s issuance and sale after the date of this Note, at one or more related closings, to one or more venture capital firms, other institutional investors or other accredited investors, for the purpose of raising capital for the Company, of Convertible Debt Financing Securities, for an aggregate sales price of not less than $1,500,000 (which amount shall include the then outstanding Loan Balance being converted into a Convertible Debenture in connection therewith), on substantially the terms and conditions set forth in the term sheet included as part of the Purchase Agreement.
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Convertible Debt Financing shall have the meaning set forth in the fifth WHEREAS paragraph of the preamble to this Agreement.
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Convertible Debt Financing means (x) any issuance and sale for cash, or series of related issuances and sales for cash, of Convertible Debt Securities by the Company occurring after the date hereof which results in aggregate gross proceeds to the Company of at least $10,000,000, and (y) any exercise, conversion or exchange of any Convertible Debt Security issued or sold after the date hereof into any shares of Common Stock or any Common Stock Equivalent after the date hereof (any such exercise, conversion or exchange described in this clause (y) is herein referred to as a “Convertible Debt Conversion”).
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Examples of Convertible Debt Financing in a sentence

  • Concurrent to the Convertible Debt Financing, the Corporation amended the terms of the Note payable of $147, and the Convertible Loan of $720, to allow both the Note and Convertible Loan to be converted in any kind of securities.

  • Upon issue of the Contingent Shares, the Company and the AES Minority Shareholders are entitled to an aggregate of 3,846,153 Contingent Shares and the Subscribers of Convertible Debt Financing II are entitled to 153,846 Contingent Shares, respectively.

  • On June 30, 2003 the Company entered into an Amended Letter Agreement and Subordination Agreement with Silicon Valley Bank, which subordinated the bank's interest in Tegal's intellectual property to the investors in the Convertible Debt Financing (See Note 9).

  • The royalty rate of the revenues earned before July 31, 2010 was nil% and for revenues subsequent is 3%.On June 28, 2013, the Company entered into an Inter-Creditor Agreement with AVAC and the Convertible Debt Financing participants, whereby AVAC would subordinate its security interest on amounts advanced by AVAC to that date, being $2,385,000.

  • In consideration of AVAC executing the Inter-Creditor Agreement, AVAC and the Company have agreed that the royalty payable of two times (2X) the investment, be increased to a minimum of two and one- tenth times (2.1X) the investment, and a maximum of two and a half times (2.5X) the investment, subject to specific conditions on the Convertible Debt Financing being met.

  • The Convertible Notes issued pursuant to Convertible Debt Financing II are not convertible into any equity securities of Noble Link.

  • Upon full exercise of the BR Warrants, the Company and the AES Minority Shareholders are entitled to an aggregate of 3,800,003 BR Common Stock and the Subscribers of Convertible Debt Financing II are entitled to 152,000 BR Common Stock, respectively.

  • On the day before Completion, the Company will hold approximately 81.9% equity interest in Allied Esports and other AES Minority Shareholders (excluding the Subscribers of the Convertible Debt Financing) will hold approximately 18.1% equity interests in Allied Esports in aggregate.

  • Pursuant to the terms of the Convertible Debt Financing I, upon Completion, the Subscribers of the Convertible Debt Financing I shall be entitled to their pro rata shares, namely, up to 10% of any equity securities issued to the Company.

  • Pursuant to the terms and conditions of the Merger Agreement, the Company had obtained the prior written consent of Black Ridge to approve the Company’s entering into the purchase agreement and the transactions contemplated thereunder in relation to Convertible Debt Financing II.


More Definitions of Convertible Debt Financing

Convertible Debt Financing shall have the meaning set forth in Section 1.4.
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Convertible Debt Financing means the issuance by AAR CORP. of convertible unsecured Debt up to the principal amount of $100,000,000, which Debt (i) shall be convertible into shares of AAR CORP.'s common stock; (ii) shall bear interest at a per annum rate not to exceed 45%; and (iii) shall have a maturity date of not earlier than July l, 2006.
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Convertible Debt Financing means the offer and sale of an aggregate of $3,000,000 principal amount of the Company senior secured convertible notes to accredited investors led by Centrecourt Asset Management LLC.
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Convertible Debt Financing means the issuance by AAR CORP. of convertible unsecured Debt up to the principal amount of $100,000,000, which Debt
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Related to Convertible Debt Financing

  • Convertible Debt means Indebtedness of the Borrowers (which may be guaranteed by the Guarantors) permitted to be incurred under the terms of this Agreement that is (i) either (a) convertible into common stock of the Company (and cash in lieu of fractional shares) and/or cash (in an amount determined by reference to the price of such common stock) or (b) sold as units with call options, warrants or rights to purchase (or substantially equivalent derivative transactions) that are exercisable for common stock of the Company and/or cash (in an amount determined by reference to the price of such common stock) and (ii) subordinated to the Obligations on terms customary at the time for convertible subordinated debt securities.

  • Debt Financing has the meaning set forth in Section 5.7.

  • Permitted Convertible Debt means Indebtedness of the Borrower that is convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of Common Stock (or other securities or property following a merger event or other change of the Common Stock), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such Common Stock or such other securities); provided that such Indebtedness shall (a) not require any scheduled amortization or otherwise require payment of principal prior to, or have a scheduled maturity date, earlier than, one hundred eighty (180) days after the Term Loan Maturity Date, (b) be unsecured, (c) not be guaranteed by any Subsidiary of Borrower, (d) contain usual and customary subordination terms for underwritten offerings of senior subordinated convertible notes as determined in good faith by the board of directors of the Borrower or a committee thereof, (e) shall specifically designate this Agreement and all Secured Obligations as “designated senior indebtedness” or similar term so that the subordination terms referred to in clause (d) of this definition specifically refer to such notes as being subordinated to the Secured Obligations pursuant to such subordination terms and (f) be on terms and conditions customary for Indebtedness of such type, as determined in good faith by the board of directors of the Borrower or a committee thereof; provided further, that any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of Borrower (or any of its Subsidiaries) (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision.

  • Exit Financing means the financing under the Exit Facility.

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

  • Co-financing means the financing referred to in Section 7.02 (h) and specified in the Loan Agreement provided or to be provided for the Project by the Co-financier. If the Loan Agreement specifies more than one such financing, “Co-financing” refers separately to each of such financings.

  • Concurrent Financing means the various third party financing arrangements the Company is executing pursuant to the agreements described on Schedule 2.1(c)(i) (the “Concurrent Financing”) separate and apart from the transactions contemplated by this Agreement.

  • Existing Convertible Notes means any convertible notes or other convertible debt securities of the Company outstanding on the date of this Agreement.

  • Convertible Notes has the meaning set forth in the Recitals.

  • Debt Financing Documents means the agreements, documents and certificates contemplated by the Debt 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.

  • Convertible Security Acquisition means an acquisition by a Person of Voting Shares upon the exercise, conversion or exchange of a Convertible Security received by a Person pursuant to a Permitted Bid Acquisition, an Exempt Acquisition or a Pro Rata Acquisition;

  • Permitted Convertible Notes means any unsecured notes issued by the Company in accordance with the terms and conditions of Section 6.01 that are convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of common stock of the Company (or other securities or property following a merger event or other change of the common stock of the Company), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such common stock or such other securities); provided that, the Indebtedness thereunder must satisfy each of the following conditions: (i) both immediately prior to and after giving effect (including pro forma effect) thereto, no Default or Event of Default shall exist or result therefrom, (ii) such Indebtedness matures after, and does not require any scheduled amortization or other scheduled or otherwise required payments of principal prior to, and does not permit any Loan Party to elect optional redemption or optional acceleration that would be settled on a date prior to, the date that is six (6) months after the Maturity Date (it being understood that neither (x) any provision requiring an offer to purchase such Indebtedness as a result of change of control or other fundamental change (which change of control or other fundamental change, for the avoidance of doubt, constitutes a “Change of Control” hereunder), which purchase is settled on a date no earlier than the date twenty (20) Business Days following the occurrence of such change of control or other fundamental change nor (y) any early conversion of any Permitted Convertible Notes in accordance with the terms thereof, in either case, shall violate the foregoing restriction), (iii) such Indebtedness is not guaranteed by any Subsidiary of the Company other than the Subsidiary Borrowers or Subsidiary Guarantors (which guarantees, if such Indebtedness is subordinated, shall be expressly subordinated to the Secured Obligations on terms not less favorable to the Lenders than the subordination terms of such Subordinated Indebtedness), (iv) any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of any Loan Party (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision and (v) the terms, conditions and covenants of such Indebtedness must be customary for convertible Indebtedness of such type (as determined by the board of directors of the Company, or a committee thereof, in good faith).

  • Convertible Debenture means the 6% convertible debenture dated July 1, 2008 and due July 1, 2011, in the amount of CAD$10,000,000 issued by Orezone to the Debentureholder;

  • Debt Financing Sources means (A) the banks and other entities that have committed to provide or otherwise entered into agreements in connection with debt Financing or any alternative debt financing in connection with the transactions contemplated hereby, including the lead arranger or arranger or any of the parties to the debt Financing Commitments and any joinder agreements or credit agreements relating thereto and any Affiliate of the foregoing and (B) any officers, directors or representatives of the foregoing.

  • Financing Commitment shall have the meaning set forth in Section 6.4.

  • Financing Transaction means a transaction in which a licensed provider obtains financing from a financing entity including any secured or unsecured financing, any securitization transaction, or any securities offering which is either registered or exempt from registration under federal and state securities law.

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

  • Securities Financing Transactions means repurchase agreements, reverse repurchase agreements, securities lending agreements and any other transactions within the scope of SFTR that a Fund is permitted to engage in;

  • PIPE Financing has the meaning set forth in the recitals to this Agreement.