Net Cash Proceeds of Issuance of Equity Securities definition

Net Cash Proceeds of Issuance of Equity Securities means net cash proceeds (including cash, equivalents readily convertible into cash, and such proceeds of any notes received as consideration or any other non-cash consideration) received by any Borrower or Guarantor on account of the issuance of (i) equity Securities of the Parent, (ii) equity Securities of a Borrower or Subsidiary of the Parent to any Person other than the Parent, (iii) equity Securities of any Subsidiary of a Borrower to any Person other than such Borrower.
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Net Cash Proceeds of Issuance of Equity Securities means net cash proceeds (including, cash equivalents readily convertible into cash, and such proceeds of any notes received as consideration or any other non-cash consideration) received by the Borrower or any Subsidiary of the Borrower on account of the issuance of equity Securities of Borrower or any such Subsidiary (other than (i) equity Securities of a Subsidiary issued to the Borrower, a Subsidiary of the Borrower, the holder of a minority equity interest in such Subsidiary or the holder of a fifty percent (50%) equity interest in such Subsidiary if the Borrower or a Subsidiary of the Borrower holds the remaining fifty percent (50%) equity interest in such Subsidiary, and (ii) Capital Stock issued pursuant to Permitted Equity Securities Options) net of all transaction costs and underwriters' discounts with respect thereto; provided, however, that (a) cash proceeds, in an amount not to exceed $1,000,000 in the aggregate in any Fiscal Year, of (1) Capital Stock issued upon conversion of existing outstanding warrants, (2) Capital Stock issued upon exercise of options, and (3) Capital Stock sold by the Borrower under the Internal Market for Borrower's Capital Stock, and (b) Capital Stock contributions to the ESOP which are made in the form of Capital Stock purchased with matching contributions of the purchase price therefor, will be deemed not to be cash proceeds on account of the issuance of equity Securities for purposes of this definition and the requirements of Section 3.01(b)(iii); and provided further that, in the event the amount of cash proceeds described in the foregoing proviso which is received in any Fiscal Year is less than $1,000,000, the amount of the difference between $1,000,000 and the actual amount of cash proceeds received in such Fiscal Year shall be permitted to carry-over to succeeding Fiscal Years, until received, for purposes of determining the amount of Net Cash Proceeds of Issuance of Equity Securities required to be remitted to the Agent under Section 3.01(b)(iii).
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Examples of Net Cash Proceeds of Issuance of Equity Securities in a sentence

  • Immediately upon the receipt by the Parent, the Borrowers or any Guarantor of any Net Cash Proceeds of Issuance of Equity Securities or Indebtedness, the Borrowers shall make or cause to be made a mandatory prepayment in an amount equal to one hundred percent (100%) of such Net Cash Proceeds of Issuance of Equity Securities or Indebtedness.

  • Immediately upon the receipt by the Parent, the Borrower or any Subsidiary of the Borrower of any Net Cash Proceeds of Issuance of Equity Securities or Indebtedness, the Borrower shall make or cause to be made a mandatory prepayment in an amount equal to one hundred percent (100%) of such Net Cash Proceeds of Issuance of Equity Securities or Indebtedness.

  • Immediately upon any Borrower's or any Subsidiary of a Borrower's receipt of any Net Cash Proceeds of Issuance of Equity Securities, the Borrowers shall make or cause to be made a mandatory prepayment in an amount equal to fifty percent (50%) of such Net Cash Proceeds of Issuance of Equity Securities.

Related to Net Cash Proceeds of Issuance of Equity Securities

  • Net Cash Proceeds with respect to any issuance or sale of Capital Stock, means the cash proceeds of such issuance or sale net of attorneys' fees, accountants' fees, underwriters' or placement agents' fees, discounts or commissions and brokerage, consultant and other fees actually incurred in connection with such issuance or sale and net of taxes paid or payable as a result thereof.

  • Equity Issuance Proceeds means, with respect to any Equity Issuance, all cash and cash equivalent investments received by the Borrower or any of its Subsidiaries from such Equity Issuance (other than from any other Credit Party) after payment of, or provision for, all underwriter fees and expenses, SEC and blue sky fees, printing costs, fees and expenses of accountants, lawyers and other professional advisors, brokerage commissions and other out-of-pocket fees and expenses actually incurred in connection with such Equity Issuance.

  • Excluded Equity Issuance means (i) any issuance of Equity Interest by a member of the Restricted Group to another member of the Restricted Group, (ii) any issuance of Equity Interests by the Borrower pursuant to an equity incentive or compensation plan or pursuant to a dividend reinvestment or share purchase plan, and (iii) any issuance of Equity Interest in Parent to acquire limited partnership interests in PREIT.

  • Cash Proceeds means proceeds that are money, checks, deposit accounts, or the like.

  • Permitted Equity Issuance means any sale or issuance of any Qualified Equity Interests.

  • Equity Issuance means any issuance or sale by a Person of any Equity Interest in such Person and shall in any event include the issuance of any Equity Interest upon the conversion or exchange of any security constituting Indebtedness that is convertible or exchangeable, or is being converted or exchanged, for Equity Interests.

  • Debt Issuance means the issuance by any Loan Party or any Subsidiary of any Indebtedness other than Indebtedness permitted under Section 8.03.

  • Noncash proceeds means proceeds other than cash proceeds.

  • Debt Issuances means, with respect to the Company or any Restricted Subsidiary, one or more issuances after the Issue Date of Indebtedness evidenced by notes, debentures, bonds or other similar securities or instruments.

  • 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;

  • Deferred Net Cash Proceeds shall have the meaning provided such term in the definition of Net Cash Proceeds.

  • Deferred Net Cash Proceeds Payment Date shall have the meaning provided such term in the definition of Net Cash Proceeds.

  • Net Proceeds Offer Trigger Date has the meaning set forth in Section 4.16.

  • Net Issuance Proceeds means, in respect of any issuance of debt or equity, cash proceeds (including cash proceeds as and when received in respect of non-cash proceeds received or receivable in connection with such issuance), net of underwriting discounts and reasonable out-of-pocket costs and expenses paid or incurred in connection therewith in favor of any Person not an Affiliate of a Borrower.

  • Net Disposition Proceeds means, with respect to any sale, transfer or other disposition of any assets of the Borrower, any Parent Guarantor or any of their respective Subsidiaries (other than sales permitted pursuant to clause (a), (b) or (c) of Section 7.2.9), the excess of

  • 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;

  • Refunding Capital Stock has the meaning assigned to such term in Section 6.04(a)(viii).

  • Asset Disposition means any sale, lease, transfer or other disposition (or series of related sales, leases, transfers or dispositions) by the Company or any Restricted Subsidiary, including any disposition by means of a merger, consolidation or similar transaction (each referred to for the purposes of this definition as a “disposition”), of:

  • Net Proceeds Offer has the meaning provided in Section 4.16.

  • Net Financing Proceeds means the cash proceeds received by the Partnership in connection with any borrowing by or on behalf of the Partnership (whether or not secured), or distributed to the Partnership in respect of any such borrowing by any Subsidiary Entity, after deduction of all costs and expenses incurred by the Partnership in connection with such borrowing, and after deduction of that portion of such proceeds used to repay any other indebtedness of the Partnership, or any interest or premium thereon.

  • Net Equity Proceeds means an amount equal to any Cash proceeds from the issuance of any Equity Interests of Holdings or any of its Subsidiaries (other than pursuant to any employee stock or stock option compensation plan), net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

  • Equity Proceeds means the cash proceeds (net of underwriting discounts and commissions and other reasonable costs associated therewith) from the issuance of any equity Securities of Company after the Effective Date.

  • Excluded Securities means, provided such security is issued at a price which is greater than or equal to the arithmetic average of the Closing Bid Prices of the Common Stock for the ten (10) consecutive trading days immediately preceding the date of issuance, any of the following: (a) any issuance by the Company of securities in connection with a strategic partnership or a joint venture (the primary purpose of which is not to raise equity capital), (b) any issuance by the Company of securities as consideration for a merger or consolidation or the acquisition of a business, product, license, or other assets of another person or entity and (c) options to purchase shares of Common Stock, provided (I) such options are issued after the date of this Warrant to employees of the Company within thirty (30) days of such employee's starting his employment with the Company, and (II) the exercise price of such options is not less than the Closing Bid Price of the Common Stock on the date of issuance of such option.

  • Capital Stock Sale Proceeds means the aggregate cash proceeds received by the Company from the issuance or sale (other than to a Subsidiary of the Company or an employee stock ownership plan or trust established by the Company or any such Subsidiary for the benefit of their employees) by the Company of its Capital Stock (other than Disqualified Stock) after the Issue Date, net of attorneys’ fees, accountants’ fees, underwriters’ or placement agents’ fees, discounts or commissions and brokerage, consultant and other fees actually incurred in connection with such issuance or sale and net of taxes paid or payable as a result thereof.

  • Asset Sale Proceeds means, with respect to any Asset Sale,

  • New Equity Interests means the limited liability company