Convertible Debt Offering definition

Convertible Debt Offering means the sale by Borrower of Stock Equivalents to MG Partners II, Ltd. or its Affiliates in two tranches which results in Borrower’s receipt of not less than $6,000,000, the terms of which are substantially in accordance with Exhibit H, hereto.
Sample 1Sample 2
Convertible Debt Offering means an offering of Debt by the Parent, convertible into common stock (i) that, by its terms, shall not: (a) exceed $150,000,000 in the aggregate principal amount (including therein an over-allotment option); (b) bear interest per annum at a rate higher than 10.0%; (c) mature sooner than December 31, 2006; (d) be secured by any collateral security or Guaranteed (other than by Guarantees of the Borrowers or the Subsidiaries of the Parent that Guarantee Debt owed to the Lenders under this Agreement) or otherwise violate any provision of this Credit Agreement;
Sample 1
Convertible Debt Offering means the offer and sale of debt securities convertible into common stock of Parent in compliance with the exemption from registration provided by Rule 144A under the Securities Act with net proceeds to Parent in an amount sufficient to pay the Aggregate Merger Consideration taking into account Parent’s cash on hand and the Subscription Agreements.
Sample 1

Examples of Convertible Debt Offering in a sentence

  • By December 4, 2014, however, the board had not been able to secure sufficient commitments from unaffiliated investors to satisfy certain minimum investment conditions for the proposed Convertible Debt Offering.

  • The Convertible Debt Offering ultimately raised $50 million.Under the indenture governing the convertible notes, if the notes are converted in connection with a merger, the converting note holder would receive the same consideration that a holder of the number of shares of Cyan common stock into which such notes were convertible immediately before the merger would have been entitled to receive in the merger, subject to the acquirer’s right to elect to pay cash in lieu of issuing shares.

  • Convertible Debt Offering Beginning in 2019, the Company entered into series of debt offerings with similar and consistent terms.

  • Facilities included: $5.6Bn Senior Secured Credit Facilities, $3.6Bn Senior Unsecured Notes, $1.0Bn Equity Follow-on Offering, $500MM Convertible Debt Offering; Feb 2006.2000-2003 Deutsche Bank (NYSE: DB) Mexico City, MexicoAssociate, Investment Banking, Latin America Group M&A experience in Consumer and Industrial sectors.

  • Once the Company Stockholders Meeting has been called and noticed, the Company shall not postpone or adjourn the Company Stockholders Meeting without the consent of Parent (other than: (i) in order to obtain a quorum of its stockholders; or (ii) as reasonably determined by the Company to comply with applicable Legal Requirements).

  • The Parties further acknowledge and agree that if KMI has not raised at least Two Hundred Forty Thousand Dollars ($240,000) in the Convertible Debt Offering by September 21, 2016, the Effective Date may be extended up to thirty (30) days on the mutual agreement of the Parties.

  • Submittals made in response to this Request for Qualifications (RFQ) will be reviewed by an evaluation team and ranked based on criteria identified herein.

  • The Parties understand, acknowledge, and agree that KMI shall seek to raise at least Two Hundred Forty Thousand Dollars ($240,000) pursuant to the Convertible Debt Offering described more fully in Section 6.01(d) below.

  • In December 2011, the Company issued 379,406 shares of common stock in consideration for the conversion of principal and accrued interest related to convertible notes that were issued pursuant to its 2009 Convertible Debt Offering.

  • From April through July 2012, the Company had aggregate closings of the Convertible Debt Offering of$26,444,000, including $620,000 from the principal that remained outstanding on a stockholder loan at December 31, 2011.In July 2012, the Company amended and restated its certificate of incorporation and designated Series I Preferred Stock.


More Definitions of Convertible Debt Offering

Convertible Debt Offering means an offering of debt securities of Purchaser that are convertible into Purchaser’s common stock.
Sample 1
Convertible Debt Offering means Borrower’s offering to certain persons of the Convertible Notes, on terms and conditions reasonably acceptable to Lender.
Sample 1
Convertible Debt Offering has the meaning specified in SECTION 6.16(b).
Sample 1

Related to Convertible Debt Offering

  • Convertible Debt means Debt issued by the Borrower which by its terms may be converted into or exchanged for equity securities of the Borrower at the option of the Borrower or the holder of such Debt, including without limitation, Debt with respect to which the performance due by the Borrower may be measured in whole or in part by reference to the value of an equity security of the Borrower but may be satisfied in whole or in part in cash.

  • Convertible Debentures means any convertible subordinated debentures or notes created, issued or assumed by the Borrower which have all of the following characteristics:

  • 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, and (d) 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.

  • Convertible Notes means the 2.75% Convertible Senior Notes of the Borrower due 2022 issued pursuant to the Convertible Notes Indenture.

  • New Convertible Notes means the Company’s 5.0% Senior Unsecured Convertible Notes due 2023.

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

  • Permitted Convertible Indebtedness Call Transaction means any Permitted Bond Hedge Transaction and any Permitted Warrant Transaction.

  • Convertible Indebtedness means Indebtedness of the Parent that is convertible into common Equity Interests of the Parent (and cash in lieu of fractional shares) and/or cash (in an amount determined by reference to the price of such common Equity Interests).

  • 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).

  • Specified Securities means ‘equity shares’ and ‘convertible securities’ as defined under clause (zj) of sub-regulation (1) of regulation 2 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

  • Bridge Notes means the series of notes, of which this Note is a part, dated on or about the date hereof, each of which are identical, other than the date of the Note, identity of the Holder and principal amount of this Note.

  • 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.

  • 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;

  • Convertible Senior Notes means the 5.50% Convertible Senior Notes of the Company due 2022 issued pursuant to the Convertible Notes Indenture.

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

  • New Notes shall have the meaning assigned to such term in Section 32.

  • Permitted Debt Exchange Notes shall have the meaning provided in Section 2.15(a).

  • Mandatorily Convertible Securities means any mandatorily convertible equity-linked securities issued by the Borrower or its Subsidiary, so long as the terms of such securities require no repayments or prepayments and no mandatory redemptions or repurchases, in each case prior to at least 91 days after the later of the termination of the Commitments and the repayment in full of the Revolving Credit Advances and all other amounts due under this Agreement.

  • 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 Indebtedness means senior, unsecured Indebtedness of the Borrower or any Restricted Subsidiary that is convertible into shares of common stock of the Borrower (or other securities or property following a merger event, reclassification or other change of the common stock of the Borrower), cash or a combination thereof (such amount of cash determined by reference to the price of the Borrower’s common stock or such other securities or property), and cash in lieu of fractional shares of common stock of the Borrower.

  • Qualified Securities means securities of a reporting issuer that carry the right to participate in voting on the appointment or removal of the reporting issuer’s auditor;

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

  • Qualified Securitization Financing means any Securitization Financing of a Securitization Subsidiary, the financing terms, covenants, termination events and other provisions of which, including any Standard Securitization Undertakings, shall be market terms.

  • Existing Notes means, collectively, the Existing Senior Guaranteed Notes and the Existing Senior Notes.

  • Debt Purchase Transaction means, in relation to a person, a transaction where such person:

  • Hybrid Equity Securities means securities issued by Borrower or any subsidiary that (a) are classified as possessing a minimum of (i) “intermediate equity content” by S&P and (ii) “Basket C equity credit” by Moody’s and (b) do not contain any scheduled principal payments or prepayments or any mandatory redemptions or mandatory repurchases prior to the date that is at least 91 days after the latest applicable Maturity Date.