Next Round Securities definition

Next Round Securities means equity or equity equivalent securities sold in a Company equity financing while the Note is outstanding.
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Next Round Securities means the Company's Common Stock or securities convertible into or exercisable for the Company's Common Stock in the Next Round Financing.
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Next Round Securities shall have the meaning given it in the Note and Warrant Purchase Agreement.
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Examples of Next Round Securities in a sentence

  • The Company covenants that all Next Round Securities which shall be so issuable or deliverable shall, when issued or delivered, be duly and validly issued and fully paid and non-assessable.

  • So long as the shares of Common Stock are quoted on the NASDAQ or listed on any national securities exchange, the Company will, if permitted by the rules of such system or exchange, quote or list and keep quoted or listed on such system or exchange, upon official notice of issuance, all shares of Common Stock issuable or deliverable upon exercise of the Warrants or the conversion or exchange of Next Round Securities into which the Senior Convertible Notes are convertible.

  • If preferred stock is issued in the Qualified Financing and the Conversion Price of the Notes is less than the cash price per share at which Next Round Securities are issued in the Qualified Financing, the Company may, solely at its option, elect to convert the Notes into shares of a newly created series of capital stock having the identical rights, privileges, preferences and restrictions as the preferred stock issued in the Qualified Financing, and otherwise on the same terms and conditions.

  • Holder acknowledges and agrees that as of the date of this Warrant, the Company has not designated and is not authorized to issue any shares of Next Round Securities, and that the Company is under no obligation to so designate such shares.

  • As of the first closing of the Next Round, sufficient numbers of shares of Next Round Securities and, as appropriate, of shares of Common Stock into which such shares of Next Round Securities are convertible or for which they are exercisable, shall be authorized and reserved as required by the documents to be negotiated in connection with the Next Round and as necessary to permit conversion of the maximum amount then potentially issuable by the Company under the Senior Convertible Notes.

  • All Conversion Shares issuable upon the conversion of the Note in connection with a Qualified Equity Financing shall be subject to the same terms as the other investors purchasing such Next Round Securities in the Qualified Equity Financing.

  • This Warrant is exercisable at an exercise price equal to the lower among the following: (a) the price per share of the Next Round Securities (as defined in the NPA); (b) the conversion price of a convertible note raised after the transaction contemplated herein and under the NPA; and (c) the exercise price of warrants to the extent included in the Next Financing Round (as defined in the NPA) (the “Exercise Price”).

  • Orders, contained at Annex I, are to be produced to cover the actions involved in dealing with temporary obstructions on or around any manoeuvring area that are considered to be a hazard to either Air Systems, vehicles or pedestrians.

  • The Company shall, as soon as practicable thereafter, issue and deliver to such Holder at such principal executive office a certificate or certificates for the number of Next Round Securities to which the Holder shall be entitled upon such conversion (bearing such legends as are required by applicable state and federal securities laws in the opinion of counsel to the Company), together with a replacement Note (if any principal amount or interest is not converted).

  • To the extent not converted into Next Round Securities (as set forth in Section 6 hereof), or prepaid (pursuant to Section 3 hereof), the then-outstanding Loan Balance will be due and payable on the earlier to occur of (i) a Liquidity Event, or (ii) upon the request of Lender made on or after February 21, 2023 (the date that is 36 months from February 21, 2020, the date the Company received payment of the Principal Amount from Lender) (the “Maturity Date”).


More Definitions of Next Round Securities

Next Round Securities means equity or equity equivalent securities sold in a Company equity financing while a Note is outstanding.
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Next Round Securities means the securities issued by the Company pursuant to the Next Round.
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Next Round Securities means the series of preferred stock of the Company issued to the investors investing new money in the Company in connection with the initial closing of the Qualified Financing; and
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Next Round Securities means the equity securities of Athersys issued and sold in the Next Round; provided, however, that in the case of an issuance of debt securities convertible into equity securities, “Next Round Securities” means the equity securities issuable upon conversion of such debt securities.
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Next Round Securities means Borrower’sintended designated series or class of equity securities of the Company which are issued in connection with a Qualified Financing, provided, that such equity securities shall be senior to or pari passu with its existing securities with respect to rights, preferences and privileges.
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Next Round Securities means equity or equity equivalent securities sold in a Company equity financing while the Note is outstanding. “Note” means the 10% secured convertible promissory note issued by the Company to the Holder pursuant to the Purchase Agreement.
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Related to Next Round Securities

  • Liquid Securities means securities that are publicly traded on the New York Stock Exchange, the American Stock Exchange or the Nasdaq Stock Market and as to which the Company or any Restricted Subsidiary is not subject to any restrictions on sale or transfer (including any volume restrictions under Rule 144 under the Securities Act or any other restrictions imposed by the Securities Act) or as to which a registration statement under the Securities Act covering the resale thereof is in effect for as long as the securities are held; provided that securities meeting the foregoing requirements shall be treated as Liquid Securities from the date of receipt thereof until and only until the earlier of (a) the date on which such securities are sold or exchanged for cash or Cash Equivalents and (b) 180 days following the date of receipt of such securities. If such securities are not sold or exchanged for cash or Cash Equivalents within 180 days of receipt thereof, for purposes of determining whether the transaction pursuant to which the Company or a Restricted Subsidiary received the securities was in compliance with Section 4.11, such securities shall be deemed not to have been Liquid Securities at any time.

  • 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;

  • NIM Securities As defined in the tenth Recital to this Agreement.

  • Series A Securities means the Company's Series A 9 3/8% Junior Subordinated Deferrable Interest Debentures due May 1, 2028 as authenticated and issued under this Indenture.

  • Series B Securities means the 11-1/2% Senior Notes due 2007, Series B, of the Company to be issued pursuant to this Indenture in exchange for the Series A Securities pursuant to the Registered Exchange Offer and the Registration Rights Agreement.

  • 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;

  • CHESS Approved Securities means securities of the Company for which CHESS approval has been given in accordance with the ASX Settlement Operating Rules;

  • Exempt Securities has the meaning set forth in Section 4.4(d).

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Excluded Securities means (i) shares of Common Stock or standard options to purchase Common Stock issued to directors, officers or employees of the Company for services rendered to the Company in their capacity as such pursuant to an Approved Stock Plan (as defined above), provided that (A) all such issuances (taking into account the shares of Common Stock issuable upon exercise of such options) after the Subscription Date pursuant to this clause (i) do not, in the aggregate, exceed more than 5% of the Common Stock issued and outstanding immediately prior to the Subscription Date and (B) the exercise price of any such options is not lowered, none of such options are amended to increase the number of shares issuable thereunder and none of the terms or conditions of any such options are otherwise materially changed in any manner that adversely affects any of the Buyers; (ii) shares of Common Stock issued upon the conversion or exercise of Convertible Securities (other than standard options to purchase Common Stock issued pursuant to an Approved Stock Plan that are covered by clause (i) above) issued prior to the Subscription Date, provided that the conversion price of any such Convertible Securities (other than standard options to purchase Common Stock issued pursuant to an Approved Stock Plan that are covered by clause (i) above) is not lowered, none of such Convertible Securities (other than standard options to purchase Common Stock issued pursuant to an Approved Stock Plan that are covered by clause (i) above) are amended to increase the number of shares issuable thereunder and none of the terms or conditions of any such Convertible Securities (other than standard options to purchase Common Stock issued pursuant to an Approved Stock Plan that are covered by clause (i) above) are otherwise materially changed in any manner that adversely affects any of the Buyers; (iii) the shares of Common Stock issuable upon conversion of the Notes or otherwise pursuant to the terms of the Notes; provided, that the terms of the Notes are not amended, modified or changed on or after the Subscription Date (other than antidilution adjustments pursuant to the terms thereof in effect as of the Subscription Date) and (iv) the shares of Common Stock issuable upon exercise of the SPA Warrants; provided, that the terms of the SPA Warrant are not amended, modified or changed on or after the Subscription Date (other than antidilution adjustments pursuant to the terms thereof in effect as of the Subscription Date).

  • Lock-Up Securities has the meaning set out in Section 5(l).

  • 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.

  • ETP Securities means the Series of ETP Securities to which these Conditions relates or, as the context may require, any or all securities issued by the Issuer under the Programme.

  • Refused Securities has the meaning ascribed to such term in Section 4.1(c)

  • Exempted Securities means:

  • Index Securities means Securities of those companies which are at the relevant time the constituent companies of the Index, any Securities used to track the performance of such Securities constituting the Index at the relevant time or such other Securities designated by the Manager.

  • 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.

  • Investor Securities is defined in Section 2.1.

  • Series C Warrants means, collectively, the Series C 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 and have a term of exercise equal to 9 months, in the form of Exhibit A attached hereto.

  • Redemption Shares has the meaning set forth in Section 6.2(a). “Reviewed Year” has the meaning ascribed to said phrase under Section 6225(d)(1) of the Code.

  • Exchangeable Securities means any securities of any trust, limited partnership or corporation other than the Trust that are convertible or exchangeable directly for Units without the payment of additional consideration therefor;

  • Offered Securities shall have the meaning specified in Section 5.03(b)(ii)(B).

  • SPAC Warrants means SPAC Private Warrants and SPAC Public Warrants, collectively.

  • Series A 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 from the Closing Date and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Securities as used herein does not include (i) securities of issuers that are affiliated with the Buyer or are part of the Buyer's Family of Investment Companies, (ii) securities issued or guaranteed by the U.S. or any instrumentality thereof, (iii) bank deposit notes and certificates of deposit, (iv) loan participations, (v) repurchase agreements, (vi) securities owned but subject to a repurchase agreement and (vii) currency, interest rate and commodity swaps.

  • Private Placement Shares shall have the meaning given in the Recitals hereto.