Covered Offering definition
Examples of Covered Offering in a sentence
Customers who have purchased a Platinum Service Plan may be entitled to receive certain additional benefits relating to the specific type of Covered Offering that they have purchased, as set out in the Platinum Service Plan Documentation.
To the extent that the Company has raised capital through the sale of its securities pursuant to one or more Covered Offerings, the Company shall, no later than three Business Days after March 29, 2010, deliver to the Subscriber a notice (the “Contingent Purchase Notice”) describing the terms of each Covered Offering and stating the aggregate and individual number of shares of Common Stock purchased by Other Investors in Covered Offerings, the Contingent Purchase Price and the Effective Price.
Subject to Customer’s timely payment of all fees related to the Covered Offering, Entrust will provide the Support Services in accordance with the applicable Service Plan set out in the Order.
As of the date of this Agreement, 26,000,243 shares of Buyer Common Stock are issued and outstanding, and no shares of preferred stock are issued or outstanding (not including shares of Buyer Common Stock to be issued pursuant to this Agreement, the Subscription Agreement or upon the closing of any Covered Offering that occurs on such date).
The price per share payable by the Subscriber for Contingent Shares (the “Effective Price”) shall be the lesser of $1.75 and the lowest per share price paid by Other Investors for shares of Common Stock in any Covered Offering (not including the exercise or conversion price of any Common Stock equivalents sold in such Covered Offering).
Capitalized terms not defined herein have the meanings given to them in the General Terms or the applicable Covered Offering Schedule.
Subscriber shall not have the right to purchase securities offered in an Offering Notice if the related Covered Offering is not consummated.
Furthermore, the Underwriting Agreement shall contain customary indemnification for selling shareholders that are provided in offerings that are similar to the Covered Offering and such indemnification shall specifically include any liability that such Holder may incur as a result of being deemed an underwriter for purposes of the Covered Offering.
If the Underwriter determines that it does not wish to participate in the proposed Covered Offering, then it shall so notify the appropriate party of such decision in writing within such 30-day period.
The number of additional Common Shares issuable to each such Purchaser upon a Subsequent Covered Issuance shall be calculated as follows: N = S x (1.63 - P) P Where: N = the number of additional Common Shares to be issued; S = the number of Shares such Purchaser purchased pursuant to this Agreement; and P = the price per share of the Common Shares sold in the Subsequent Covered Offering.