Other Issuance definition

Other Issuance means any issuance following the consummation of the Company’s initial Business Combination of Capital Stock or Equity Linked Securities by the Company (including in connection with the exercise, conversion or exchange of Equity-Linked Securities) other than issuances (a) in connection with a Capital Raising Transaction or an M&A Transaction, (b) of Voting Stock upon exercise or redemption of Warrants that are outstanding prior to or issued in connection with the Company’s initial Business Combination, (c) of Capital Stock pursuant to a Company Incentive Plan or an Assumed Equity-Linked Security as described in Section 2.2 and (d) upon conversion, exercise or exchange of any Equity-Linked Securities that were issued in connection with any Triggering Event unless a Deferred Exercise is elected.
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Other Issuance means any issuance of Equity Securities by the Company other than in connection with a Capital Raising Transaction, an M&A Transaction or any dividend or distribution in which the applicable Investor Party participates on a pro rata basis (provided that such dividend or distribution does not adversely affect the Voting Interest held by such Investor Party (including, in the case of Liberty, the Proxy Shares) immediately prior to the record date therefor).
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Other Issuance means any issuance following the consummation of the Company’s initial Business Combination of Capital Shares or Equity Linked Securities by the Company (including in connection with the exercise, conversion or exchange of Equity-Linked Securities) other than issuances (a) in connection with a Capital Raising Transaction or an M&A Transaction, (b) of Voting Shares upon exercise or redemption of Warrants that are outstanding prior to or issued in connection with the Company’s initial Business Combination, (c) of Capital Shares pursuant to a Company Incentive Plan or an Assumed Equity-Linked Security as described in Section 2.2 and (d) upon conversion, exercise or exchange of any Equity-Linked Securities that were issued in connection with any Triggering Event unless a Deferred Exercise is elected.
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Examples of Other Issuance in a sentence

  • Following receipt of such notification Sumitovant Bio may acquire Common Shares from the Company so long as such acquisition does not result in the Sumitomo Group Beneficially Owning Common Shares of the Company that constitute a percentage of the Total Current Voting Power held by the Sumitomo Group immediately after such acquisition that exceeds the percentage of the Total Current Voting Power held by the Sumitomo Group immediately prior to such Company Other Issuance.

  • If Terra fails to deliver a Terra Other Issuances Notice within fifteen (15) Business Days after the receipt by Terra of the Company Other Issuances Notice relating to such Company Other Issuance, Terra shall be deemed to have elected not to satisfy any portion of its Applicable Right to Maintain Percentage with respect to such Company Other Issuance.

  • After the Exchange, Other Issuance and other transactions set forth herein have been completed, the SNO shareholders will own at least 22,285,000 and up to 22,500,000 restricted shares of Company Common Stock or ap pro x im ate ly 89% of the total outstanding shares of Com pany Com m on Stock.

  • Permit to Install (PTI) Issuance Date: Director's Final Findings and Orders Issuance Date: Class II Composting Facility Registration Submittal Date: Other Issuance Date: If you indicated "Other," briefly explain: Note: The license application will not act as the controlling document.

  • Sukuk- holders can convene the general meeting and pass the resolutions as the shareholders under the relevant provisions of the Companies Act, 201732 -Other Issuance Sukuks can also be issued to the Ordinary Shareholders by way of Bonus if declared by the Board of Directorsof the Company33 -Twin Custody Receipt (TCR)(Custody receipt)And the Ratio of Entitlement Twin Custody Receipt (TCR) shall be issued to the shareholders of the Company on the Effective Date as follows:1.

  • Following receipt of such notification Sumitovant Bio may acquire Common Shares from the Company so long as such acquisition does not result in the Sumitomo Group Beneficially Owning Common Shares of the Company that constitute a percentage of the Total Current Voting Power held by the Sumitomo Group immediately after such acquisition that exceeds the percentage of the Total Current VotingPower held by the Sumitomo Group immediately prior to such Company Other Issuance.

Related to Other Issuance

  • Request for Issuance means a request made pursuant to Section 2.04 in the form of Exhibit B.

  • Stock Issuance means the issuance of unvested shares of Common Stock under the Company's Restricted Stock Plan or any other Equity Incentive Plan.

  • Issuance means the date of mailing of a decision or order or date of delivery if service is by other means unless another date is specified in the order.

  • Preferred Stock Issuance means the issuance or sale by any Company of any Preferred Stock after the Closing Date.

  • Maximum Common Stock Issuance shall have the meaning specified in Section 2(H).

  • Series Issuance Date means, with respect to any Series, the date on which the Notes of such Series are to be originally issued in accordance with Section 2.12 and the related Indenture Supplement.

  • Deemed Issuance means an issuance of Common Stock that shall be deemed to have occurred on the latest possible permitted date pursuant to the terms hereof or any applicable Warrant in the event Borrower fails to deliver Conversion Shares as and when required pursuant to Sections 3 or 8 of the Note or Warrant Shares (as defined in the Purchase Agreement) as and when required pursuant to the Warrant. For the avoidance of doubt, if Borrower has elected or is deemed under Section 8.3 to have elected to pay an Installment Amount in Installment Conversion Shares and fails to deliver such Installment Conversion Shares, such failure shall be considered a Deemed Issuance hereunder even if an Equity Conditions Failure exists at that time or other relevant date of determination.

  • New Issuance shall have the meaning specified in subsection 6.09(b).

  • Share Issuance means the issuance of Parent Common Stock pursuant to the Merger.

  • Equity Consideration has the meaning set forth in Section 2.02.

  • Stock Equivalents means all securities convertible into or exchangeable for Stock and all warrants, options or other rights to purchase or subscribe for any Stock, whether or not presently convertible, exchangeable or exercisable.

  • 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.

  • Stock Issuance Agreement means the agreement entered into by the Corporation and the Participant at the time of issuance of shares of Common Stock under the Stock Issuance Program.

  • Equity Issuance Proceeds means, with respect to any Equity Issuance, all cash and cash equivalent investments received by any Restricted Entity 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 by any Restricted Entity in connection with such Equity Issuance.

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

  • 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.

  • Net Issuance Proceeds means, in respect of any issuance of equity or incurrence of Indebtedness, 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 the Borrower.

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

  • Dilutive Issuance shall have the meaning set forth in Section 5(b).

  • Common Stock Equivalent means any Convertible Security or warrant, option or other right to subscribe for or purchase any Additional Shares of Common Stock or any Convertible Security.

  • Fully Diluted Outstanding means, when used with reference to Common Stock, at any date as of which the number of shares thereof is to be determined, all shares of Common Stock Outstanding at such date and all shares of Common Stock issuable in respect of this Warrant, outstanding on such date, and other options or warrants to purchase, or securities convertible into, including without limitation the shares of Common Stock outstanding on such date which would be deemed outstanding in accordance with GAAP for purposes of determining book value or net income per share.

  • Permitted Issuance means the issuance by the Company of (i) shares of Common Stock (A) offered to the public pursuant to a public offering, (B) upon conversion of any of the convertible securities issued by the Company and outstanding as of the Issuance Date, (C) in connection with any dividend or distribution to the holders of Common Stock, (D) upon exercise of any Options outstanding prior to the Issuance Date or thereafter issued pursuant to any stock option or warrants or pursuant to employee stock option or executive incentive ownership plans approved by a majority of the Board of Directors of the Company, or (E) issued in connection with any stock splits, reclassifications, recapitalizations or similar events, or (ii) any Options issued pursuant to any of the plans referred to in clause (i)(D) above.

  • Class B Ordinary Share means an Ordinary Share of a par value of US$0.0001 in the capital of the Company, designated as a Class B Ordinary Share and having the rights provided for in these Articles;

  • Share Repurchase means the purchase, repurchase, redemption or other acquisition by Borrower from any Person of any capital stock or other equity interest of Borrower.

  • Class B Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

  • 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.