First Milestone Shares definition

First Milestone Shares shall vest as follows:
Sample 1Sample 2Sample 3
First Milestone Shares means the shares of Biota Common Stock, if any, that are issued by Biota to satisfy its obligation to make the First Milestone Payment.
Sample 1Sample 2Sample 3
First Milestone Shares means the shares of Common Stock issued as part of the First Contingent Milestone Payment.
Sample 1Sample 2

Examples of First Milestone Shares in a sentence

  • The issuance of such Closing Shares and First Milestone Shares does not contravene any Law or the rules and regulations of The NASDAQ Stock Market.

  • If such Seller is not a U.S. Person, such Seller is not acquiring the Closing Shares or the First Milestone Shares for the account or benefit of any U.S. Person.

  • We removed the clause about November being included in the winter months on P 28: L 480.

  • The Closing Shares and the First Milestone Shares, if and when issued as contemplated herein, will be duly authorized, validly issued, fully paid, nonassessable, and free of preemptive rights and Encumbrances, except for restrictions on transfer imposed under applicable securities Laws.

  • Each Seller agrees not to engage in hedging transactions with regard to the Closing Shares and First Milestone Shares unless such hedging transactions are made in compliance with the Securities Act.

  • For the avoidance of doubt, if Biota elects to make any portion of the First Milestone Payment by issuing First Milestone Shares, such First Milestone Shares will not be subject to the restriction provided in the previous sentence, but will be subject to any applicable restrictions on transfer provided in any applicable securities Laws.

  • Whether or not the governance of risk is delegated to the audit committee, the audit committee should oversee the management of financial and other risks that affect the integrity of external reports issued by the organisation.

  • Biota shall refuse to register any transfer of Closing Shares or First Milestone Shares not made (a) in accordance with the provisions of Regulation S, (b) pursuant to registration under the Securities Act, or (c) pursuant to an available exemption from registration under the Securities Act.

  • Neither Biota nor any of its Affiliates nor any person acting on its or their behalf has engaged or will engage in any “directed selling efforts” (as defined in Regulation S) in connection with the offering of the Closing Shares or the First Milestone Shares, and Biota has complied and will comply with the offering restrictions requirement of Regulation S.

  • This Special Provision expires on March 18, 2022 per Federal Register Volume 82, Issue 4 (January 6, 2017).


More Definitions of First Milestone Shares

First Milestone Shares means the 6,500,000 Common Shares issuable upon the occurrence of the First Milestone Event;
Sample 1
First Milestone Shares means either (a) in the event that the Therachon IPO has not occurred, the Series A-2 Preferred Shares of Therachon, as set forth in the Therachon AOA Amendment, or (b) in the event that the Therachon IPO has occurred, the Therachon Ordinary Shares.
Sample 1
First Milestone Shares means up to the lesser of (a) 786,290 shares of Parent Common Stock or (b) 12.1% of the Aggregate Merger Consideration, as adjusted, the exact number of which shall be determined as set forth on Exhibit D hereto.
Sample 1

Related to First Milestone Shares

  • Earnout Shares has the meaning set forth in Section 3.6(a).

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

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Target Shares means common shares in the capital of Target, as currently constituted;

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • Founder Shares Lock-up Period means, with respect to the Founder Shares, the period ending on the earlier of (A) one year after the completion of the Company’s initial Business Combination or (B) subsequent to the Business Combination, (x) if the last sale price of the Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of Common Stock for cash, securities or other property.

  • Number of Option Shares means shares of Stock, as adjusted from time to time pursuant to Section 9.

  • Target Share means any share of the Common Stock, no par value per share, of the Target.

  • Approved Share Plan means any employee benefit plan which has been approved by the board of directors of the Company prior to or subsequent to the date hereof pursuant to which Ordinary Shares and standard options to purchase Ordinary Shares may be issued to any employee, officer or director for services provided to the Company in their capacity as such.

  • Earnout Amount has the meaning set forth in Section 2.5.1b).

  • Additional Shares shall have the meaning specified in Section 14.03(a).

  • Series D Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately upon issuance and have a term of exercise equal to five (5) years, in the form of Exhibit C attached hereto.

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

  • Remaining Shares has the meaning set forth in Section 4.1.2.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

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

  • Reserved Shares means initially, [ ] Shares. The Reserved Shares may be increased or decreased in a Supplemental Confirmation.

  • Fully Adjusted Regular Purchase Share Limit means, with respect to any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction from and after the date of this Agreement, the Regular Purchase Share Limit (as defined in Section 2(a) hereof) in effect on the applicable date of determination, after giving effect to the full proportionate adjustment thereto made pursuant to Section 2(a) hereof for or in respect of such reorganization, recapitalization, non-cash dividend, stock split or other similar transaction.

  • Initial Shares means a number of Registrable Securities equal to the lesser of (i) the total number of Registrable Securities and (ii) one-third of the number of issued and outstanding shares of Common Stock that are held by non-affiliates of the Company on the day immediately prior to the filing date of the Initial Registration Statement.

  • Qualifying Warrants means net share settled warrants to purchase Common Stock that have an exercise price greater than the current Market Value of the issuer’s Common Stock as of their date of issuance, that do not entitle the issuer to redeem for cash and the holders of such warrants are not entitled to require the issuer to repurchase for cash in any circumstance.

  • Put Shares means shares of Common Stock that are purchased by the Investor pursuant to a Put.

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • VWAP Purchase Share Estimate means the number of shares of Common Stock that the Company has in its sole discretion irrevocably instructed its Transfer Agent to issue to the Buyer via the Depository Trust Company (“DTC”) Fast Automated Securities Transfer Program in connection with a VWAP Purchase Notice pursuant to Section 1(c) hereof and issued to the Buyer’s or its designee’s balance account with DTC through its Deposit Withdrawal At Custodian (DWAC) system on the VWAP Purchase Date (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).