Primary Equity Offering definition

Primary Equity Offering means any primary private or public sale of Equity Interests of Holdings (other than Disqualified Stock) or any primary private or public sale of Equity Interests of any direct or indirect parent company of Holdings to the extent the net cash proceeds from such sale are contributed to the common equity of Holdings in each case, other than (i) to Persons who are Affiliates of Holdings (ii) issuances upon exercise of options by employees of Holdings or any of its Restricted Subsidiaries or (iii) any such public or private sale that constitutes an Excluded Contribution.
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Primary Equity Offering means the underwritten public offering by the Company of Equity Interests of the Company on substantially the terms described in the Registration Statement.
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Primary Equity Offering means any primary private or public sale of Equity Interests of the Issuer (other than Disqualified Stock) or any primary private or public sale of Equity Interests of any direct or indirect parent company of the Issuer to the extent the net cash proceeds from such sale are contributed to the common equity of the Issuer, in each case, other than (i) to Persons who are Affiliates of the Issuer, (ii) issuances upon exercise of options by employees of the Issuer or any of its Restricted Subsidiaries or (iii) any such public or private sale that constitutes an Excluded Contribution.
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Examples of Primary Equity Offering in a sentence

  • Notice of any redemption of the Notes may, at the Issuer’s discretion, be given prior to the completion of a transaction (including a Primary Equity Offering, an incurrence of Indebtedness, a Change of Control or other transaction) and any redemption notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a related transaction.

  • Notice of any redemption upon any Primary Equity Offering may be given prior to the completion thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Primary Equity Offering.

  • Any such redemption shall be made within 90 days of such Primary Equity Offering.

  • The Primary Equity Offering shall have been (or shall concurrently be) consummated in accordance with applicable Law resulting in cash proceeds to the Company (before underwriting discounts and commissions and related expenses) of not less than $35,000,000.

  • Notwithstanding anything contained in ----------------------- the Loan Agreement, the Note or any of the other Loan Documents to the contrary, the entire Indebtedness, if not sooner paid, shall be due and payable on the earlier to occur of (i) January 31, 2005, (ii) a Primary Equity Offering or (iii) a Company Sale.

  • Notwithstanding anything contained in ----------------------- the Loan Agreement, the Note or any of the other Loan Documents to the contrary, the entire Indebtedness, if not sooner paid, shall be due and payable on the earlier to occur of (i) July 1, 2004, (ii) a Primary Equity Offering or (iii) a Company Sale.

  • Notwithstanding anything contained in ----------------------- the Loan Agreement, the Note or any of the other Loan Documents to the contrary, the entire Indebtedness, if not sooner paid, shall be due and payable on the earlier to occur of (i) October 31, 2005, (ii) a Primary Equity Offering or (iii) a Company Sale.

  • The purchase price of the Tranche II Shares due by the Company to the Association shall be equal to the net proceeds of the Primary Equity Offering and shall be settled between the Company and the Association in accordance with the provisions in Clause 3.1. The Tranche II Shares shall be for the account and risk of the Association until closing of the Primary Equity Offering.

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  • Notwithstanding anything contained in ----------------------- the Loan Agreement, the Note or any of the other Loan Documents to the contrary, the entire Indebtedness, if not sooner paid, shall be due and payable on the earlier to occur of (i) October 31, 2006, (ii) a Primary Equity Offering or (iii) a Company Sale.


More Definitions of Primary Equity Offering

Primary Equity Offering is defined in the fourth recital.
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Primary Equity Offering is defined in the second recital.
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Primary Equity Offering has the meaning ascribed to that term in Recital (C) hereof.
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Related to Primary Equity Offering

  • Equity Offering means any public or private sale of common stock or Preferred Stock of the Company or any of its direct or indirect parent companies (excluding Disqualified Stock), other than:

  • Public Equity Offering means an underwritten primary public offering of common stock of the Company pursuant to an effective registration statement under the Securities Act.

  • Qualified Equity Offering means the sale and issuance for cash by the Corporation to persons other than the Corporation or any of its subsidiaries after the Original Issue Date of shares of perpetual Preferred Stock, Common Stock or any combination of such stock, that, in each case, qualify as and may be included in Tier 1 capital of the Corporation at the time of issuance under the applicable risk-based capital guidelines of the Corporation’s Appropriate Federal Banking Agency (other than any such sales and issuances made pursuant to agreements or arrangements entered into, or pursuant to financing plans which were publicly announced, on or prior to October 13, 2008).

  • Community Offering means the offering for sale by the Holding Company of any shares of Conversion Stock not subscribed for in the Subscription Offering to such Persons within or outside the State of Louisiana as may be selected by the Holding Company and the Bank in their sole discretion and to whom a copy of the Prospectus is delivered by or on behalf of the Holding Company.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.

  • Qualified Initial Public Offering means a public offering of the securities of Parent pursuant to an effective registration statement filed under the Securities Act, that is fully underwritten pursuant to a firm commitment contract and with respect to which the product of (a) the price to the public per share multiplied by (b) the aggregate number of offered shares will yield Net Offering Proceeds of at least $50,000,000.

  • Subsequent Offering means any further issuance of Interests in any Series, excluding any Initial Offering or Transfer.

  • Underwritten Public Offering means an underwritten Public Offering, including any bought deal or block sale to a financial institution conducted as an underwritten Public Offering.

  • Public Offering means the sale in an underwritten public offering registered under the Securities Act of equity securities of the Company or a corporate successor to the Company.

  • Delayed Offering means an offering of securities pursuant to Rule 415 which does not commence promptly after the effective date of a registration statement, with the result that only information required pursuant to Rule 415 need be included in such registration statement at the effective date thereof with respect to the securities so offered. Whether the offering of the Securities is a Non-Delayed Offering or a Delayed Offering shall be set forth in Schedule I hereto.

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

  • Primary Offering means the portion of an Offering other than the Shares offered pursuant to the Company’s distribution reinvestment plan.

  • Periodic Offering means an offering of Securities of a series from time to time, the specific terms of which Securities, including, without limitation, the rate or rates of interest, if any, thereon, the stated maturity or maturities thereof and the redemption provisions, if any, with respect thereto, are to be determined by the Issuer or its agents upon the issuance of such Securities.

  • Qualified Offering means an offering of Common Stock (and other securities potentially) resulting in the listing for trading of the Common Stock on the NYSE American, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market or the New York Stock Exchange (or any successors to any of the foregoing).

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

  • Next Equity Financing means the next sale (or series of related sales) by the Company of its Preferred Stock following the Date of Issuance from which the Company receives gross proceeds of not less than $1,000,000 (excluding the aggregate amount of securities converted into Preferred Stock in connection with such sale (or series of related sales)).

  • Secondary Offering means an offering of securities of a publicly traded company that prior to the offering were not registered under the Securities Act of 1933, as amended.

  • 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.

  • Initial Offering means the Company’s first firm commitment underwritten public offering of its Common Stock registered under the Securities Act.

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

  • TERMINATION OF THE INITIAL PUBLIC OFFERING means the earlier of (i) the date on which the Initial Public Offering expires or is terminated by the Company or (ii) the date on which all shares of stock offered in the Initial Public Offering are sold, excluding warrants, if any, offered thereunder and shares that may be acquired upon exercise of such warrants and shares offered thereunder that may be acquired pursuant to the Reinvestment Plan.

  • Long Stop Date has the meaning set forth in Clause 4.3.2;

  • Qualified Equity Financing means the first sale (or series of related sales) by the Company of its Preferred Stock following the Date of Issuance from which the Company receives gross proceeds of not less than $1,000,000 (excluding the aggregate amount of securities converted into Preferred Stock in connection with such sale or series of related sales).

  • Net Proceeds Offer Payment Date has the meaning provided in Section 4.16.

  • 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.

  • 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.