PIPE Securities definition

PIPE Securities means those securities sold, or may be sold, to PIPE Investors in a PIPE Investment as contemplated by the Business Combination Agreement.

PIPE Securities means those securities issued pursuant to the PIPE Subscription Agreements.

PIPE Securities has the meaning specified in Section 8.04(a).

Examples of PIPE Securities in a sentence

• The PIPE Securities (i) were not offered to the Investor by any form of general solicitation or general advertising and (ii) are not being offered to the Investor in a manner involving a public offering under, or in a distribution in violation of, the Securities Act, or any state securities laws.

• The Investor acknowledges and agrees that ListCo reserves the right to accept or reject the Investor’s subscription for the PIPE Securities for any reason or for no reason, in whole or in part, at any time prior to its acceptance, and the same shall be deemed to be accepted by ListCo only when this Subscription Agreement is signed by a duly authorized person by or on behalf of ListCo; ListCo may do so in counterpart form.

• The Investor hereby irrevocably subscribes for and agrees to purchase from ListCo the number of PIPE Securities set forth on the signature page of this Subscription Agreement on the terms and subject to the conditions set forth in this Subscription Agreement.

• Neither this Subscription Agreement nor any rights that may accrue to the Investor hereunder (other than the PIPE Securities acquired hereunder and the rights set forth in Section 8 solely in connection with a transfer of such PIPE Securities (other than a transfer in connection with a sale pursuant to either an effective registration statement or under Rule 144), if any) may be transferred or assigned.

• The Investor acknowledges and agrees that each purchase by the Investor of PIPE Securities from ListCo will constitute a reaffirmation of the acknowledgments, understandings, agreements, representations and warranties herein by the Investor as of the time of such purchase.

More Definitions of PIPE Securities

PIPE Securities means securities (other than the warrants sold in the Offering as part of the SAIL℠ (Stakeholder Aligned Initial Listing) securities sold in the Offering and the warrants sold to the Sponsor prior to the Offering) issued by the Corporation and/or any entities that (after giving effect to completion of an Initial Business Combination) are subsidiaries of the Corporation that are directly or indirectly convertible into or exercisable for shares of Class A Common Stock, or for a cash settlement value in lieu thereof.

PIPE Securities means (i) $85.0 million of outstanding Series A exchangeable preferred shares or other Preferred Stock issued by the U.S. Parent Borrower and exchangeable for Capital Stock of the Company and (ii) $30.0 million of outstanding Series B exchangeable preferred shares or other Preferred Stock issued by the U.S. Parent Borrower and exchangeable for Capital Stock of the Company.

PIPE Securities means any securities which Purchaser or Pubco may have obligations to register under the Commitment Agreements.

PIPE Securities means the shares of Class A Common Stock and other securities defined as Registrable Securities under the terms of the PIPE Registration Rights Agreement.

PIPE Securities means the shares of Common Stock and warrants (including shares of Common Stock issued or issuable upon exercise or conversion of such warrants) issued in the PIPE Financing (as defined in the BCA).

PIPE Securities has the meaning set forth in the recitals.

PIPE Securities means (i) up to US$85.0 million of Series A exchangeable preferred shares or other Preferred Stock issued or to be issued by the Issuer and exchangeable for Capital Stock, the net proceeds of which PIPE Securities are applied to repay or prepay Senior Interim Loans, Senior Term Loans, Senior Notes or Senior Take-out Notes and (ii) up to US$60.0 million of Series B exchangeable preferred shares or other Preferred Stock issued or to be issued by the Issuer and exchangeable for Capital Stock.