Planned IPO definition

Planned IPO means the first sale by the Company of Common Stock in a firm commitment underwritten public offering pursuant to an effective registration statement on Form S-1 (or any successor form) under the Securities Act that is completed no later than October 31, 2013.”
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Planned IPO is defined in the third recital.
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Planned IPO means an Initial Public Offering yielding gross ----------- cash proceeds of at least $150,000,000 with respect to which registration statement on form S-1 has been filed with the SEC bearing Registration Number 333-48856.
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Examples of Planned IPO in a sentence

  • Except as otherwise provided herein, PPD acknowledges that in connection with the Planned IPO, stockholders, including PPD, will be required to enter into certain customary undertakings and/or agreements as required by the Company or its underwriter(s).

  • The parties acknowledge and agree that but for the Company’s agreement to include the PPD Original Investment Shares for sale in the Planned IPO, PPD would not have exercised the Class A Warrant.

  • The Company shall use its best efforts to have the registration statement declared effective by the SEC as soon as practicable, and shall diligently proceed in a good faith effort to respond to SEC comments and complete the Planned IPO within 150 days from the date hereof.

  • The Company shall include all of the PPD Original Investment Shares for offer and sale in the Planned IPO (or any other Initial Public Offering of Company shares, whether contemplated now or in the future), and this obligation is and shall be absolute and unconditional.

  • The rights to cause the Company to register shares in the Planned IPO pursuant hereto may not be assigned by a Holder.

  • If such amounts are redeemed, the remaining Series A and A+ Preferred shares issued and outstanding shall be eligible for redemption of approximately $3,020,721 in our Planned IPO or RPO, if at all.

  • While the Company anticipates a successful completion to the Planned IPO, except as otherwise expressly provided herein, no promise, representation or warranty has been made or given to PPD with regard thereto including, but not limited to, the timing, terms, ultimate completion or success of any such future IPO.

  • Without the prior written consent of PPD, the Company shall not under any circumstances complete the Planned IPO (or any other Initial Public Offering of it shares) without including therein all of the PPD Original Investment Shares as defined herein for sale to and through the underwriters for such offering.

  • Each Holder hereby consents to the Company’s non-compliance with, and waives the observance by the Company of any and all rights of Holders under, Section 1.3 of the Rights Agreement to the extent that said Section 1.3 would require the Company to include in the Planned IPO more shares than provided for in this Amendment or to provide Holders with 20 days to elect to participate in the Planned IPO.

  • We plan to redeem all the Series REG A Preferred Stock and Series A Preferred Stock, some Series A+ Preferred Stock and some Original Preferred Stock, including some nominal conversions from our Key, in this Offering, and the remaining amount not yet redeemed, from proceeds of our Planned Listing or Planned IPO, if at all.


More Definitions of Planned IPO

Planned IPO means any initial public offering of shares of common stock of the IPO Vehicle consummated within twenty-four (24) months following the Closing Date.
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Planned IPO means the first sale by the Company of Common Stock in a firm commitment underwritten public offering pursuant to an effective registration statement on Form S-1 (or any successor form) under the Securities Act which sale of shares is completed by June 30, 2012, and (b) the term “Lockup Expiration Date” means the period that is 180 days after the date of the final prospectus relating to the Planned IPO; provided, however, that such period may be extended if (a) during the period that begins on the date that is fifteen calendar days plus three business days before the last day of the 180-day period and ends on the last day of the 180-day period, the Company issues an earnings release or material news or a material event relating to the Company occurs; or (b) prior to the expiration of the 180-day period, the Company announces that it will release earnings results during the sixteen day period beginning on the last day of the 180-day period, then the restrictions imposed shall continue to apply until fifteen calendar days plus three business days after the date on which the issuance of the earnings release or the material news or material event occurs.
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Related to Planned IPO

  • Qualified IPO means the issuance by Holdings or any direct or indirect parent of Holdings of its common Equity Interests in an underwritten primary public offering (other than a public offering pursuant to a registration statement on Form S-8) pursuant to an effective registration statement filed with the U.S. Securities and Exchange Commission in accordance with the Securities Act (whether alone or in connection with a secondary public offering).

  • QIPO means the consummation of a firm commitment underwritten public offering of the Company’s shares, netting to the Company at least US$ 30,000,000 (Thirty Million), at an offering price per share in excess of 3 (three) times the Original Issue Price of the Series BB-1 Preferred Shares.

  • IPO means the Company’s first underwritten public offering of its Common Stock under the Securities Act.

  • Initial Public Offering” (“IPO means an offering of securities registered under the 1933 Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.

  • Qualifying IPO means the issuance by Holdings or any direct or indirect parent of Holdings of its common Equity Interests in an underwritten primary public offering (other than a public offering pursuant to a registration statement on Form S-8) pursuant to an effective registration statement filed with the SEC in accordance with the Securities Act (whether alone or in connection with a secondary public offering).

  • Restructuring Period means, whether or not there are Rated Securities at the time a Restructuring Event occurs, the period of 45 days starting from and including the day on which that Restructuring Event occurs.

  • Restructuring Transactions Memorandum means a document, to be included in the Plan Supplement, that sets forth the material components of the Restructuring Transactions and a description of the steps to be carried out to effectuate the Restructuring Transactions in accordance with the Plan, including the reorganization of the Debtors and issuance of the New Valaris Equity, through the Chapter 11 Cases, the Plan, or any Implementation Mechanism (including, in the United Kingdom, through the Administration).

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Restructuring Date means the date on which a Restructuring is legally effective in accordance with the terms of the documentation governing such Restructuring.

  • Financing Transactions means (a) the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party, (b) the borrowing of Loans hereunder and the use of the proceeds thereof and (c) the issuance, amendment or extension of Letters of Credit hereunder and the use of proceeds thereof.

  • Consummation Date means the date of the substantial consummation (as defined in Section 1101 of the Bankruptcy Code and which for purposes of this Agreement shall be no later than the effective date) of a Reorganization Plan that is confirmed pursuant to an order of the Bankruptcy Court.

  • Financing Transaction means a transaction in which a licensed provider obtains financing from a financing entity including any secured or unsecured financing, any securitization transaction, or any securities offering which is either registered or exempt from registration under federal and state securities law.

  • Registered Offering Transaction Documents means this Agreement and the Registration Rights Agreement between the Company and the Investor as of the date herewith.

  • Divestiture Date means the date on which the Divestiture Assets are divested to Acquirer pursuant to this Final Judgment.

  • Reverse Split has the meaning set forth in Section 5.21.

  • Limited Offering means an offering that is exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or Section 4(6) or pursuant to Rule 504, Rule 505, or Rule 506 under the Securities Act of 1933.

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

  • Initial Offering Period means the period commencing with the initial effective date of the Prospectus and terminating no later than the ninetieth (90th) day following such date unless extended for up to an additional 90 days at the sole discretion of the General Partner.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Public Float means the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a “control person”), or any affiliates thereof, or any immediate family members of officers, directors and control persons.

  • IPO Closing Date means the closing date of the IPO.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Underwritten Net Cash Flow means, as of any date of determination, the excess of: (i) for the twelve (12) month period ending on such date, the sum of (A) the lesser of (1) GPR multiplied by 94.0%, and (2) Actual Rent Collections, and (B) Other Receipts; over (ii) for the twelve (12) month period ending on such date, the sum of (A) Operating Expenses, adjusted to reflect exclusion of amounts representing non-recurring expenses, (B) Underwritten Capital Expenditures and (C)