PIPE Transaction means a private placement of equity securities (including, without limitation, pursuant to this Agreement and, as applicable, any other Forward Purchase Agreement) in connection with and by a party to the Company’s initial Business Combination, to institutional accredited investors solely in their capacity as such, and not due to the unique status of an investor (or any affiliate thereof) in relation to the Business Combination or in relation to a party thereto other than the Company, such status including but not limited to (a) an existing ownership interest in any party to the Business Combination other than the Company, (b) an intended cornerstone interest in the post-transaction company, as evidenced by governance rights, transfer restrictions, or other terms and conditions (other than registration rights) not generally applicable to the holders of securities of the post-transaction company, (c) an existing or intended material or strategic commercial relationship with the post-transaction company, or (d) the role of such investor (or any affiliate thereof) in the origination of such Business Combination.
PIPE Transaction means any treasury offering of subscription receipts of the Corporation on a brokered or non-brokered private placement basis, whereby each such subscription receipt will entitle the holder thereof to ultimately receive one Common Share on or around the closing date of the Qualifying Transaction.
PIPE Transaction has the meaning set forth in Section 9.9(a).
Examples of PIPE Transaction in a sentence
The Company is not, and immediately after receipt of payment for the Offered Shares (including the Backstop Acquired Shares), the PIPE Shares, the Rollover Shares and consummation of the Rights Offering, the PIPE Transaction and the Debt Conversion, will not be, an “investment company” within the meaning of the Investment Company Act of 1940, as amended.
More Definitions of PIPE Transaction
PIPE Transaction means the acquisition by RTW of $15,000,000 worth of common shares of the Parent in a private placement, to occur in connection with the De-SPAC Transaction and the transactions contemplated by this Agreement.
PIPE Transaction means a private placement of equity securities of the Company in connection with the Company’s initial Business Combination to institutional accredited investors solely in their capacity as such, and not due to the unique status of an investor (or any affiliate thereof) in relation to the Business Combination or in relation to a party thereto other than the Company, such status including but not limited to (a) an existing ownership interest in any party to the Business Combination other than the Company, (b) an intended cornerstone interest in the post-transaction company, as evidenced by governance rights, transfer restrictions, or other terms and conditions (other than registration rights) not generally applicable to the holders of securities of the post-transaction company, (c) an existing or intended material or strategic commercial relationship with the post-transaction company, or (d) the role of such investor (or any affiliate thereof) in the origination of such Business Combination.
PIPE Transaction means the conveyance, transfer, and assignment of an aggregate of 6,000,000 of the CGSH-Held Common Units to institutional investors at a price per Common Unit of $22.00, for aggregate cash proceeds of $132,000,000, pursuant to the PIPE Transaction Agreement.
PIPE Transaction means the offer and sale of equity securities, and/or securities convertible, exercisable and/or exchangeable into or for equity securities, in a transaction exempt from the registration requirements of the Securities Act, by an issuer whose common stock (or class thereof) is registered pursuant to Section 12 of the Exchange Act or otherwise publicly traded or contemplated to be publicly traded.
PIPE Transaction has the meaning given to it in Recital F.
PIPE Transaction has the meaning set forth in the Recitals.