Prior Offerings definition

Prior Offerings means the offering by the Company of convertible notes and common stock purchase warrants on substantially similar, but not identical terms as this offering for which closings took place as of December 23, 2014 for gross proceeds to the Company of 3750,000, as of May 8, 2015 for gross proceeds of 32,050,000 and as of June 11, 2015 for gross proceeds of $50,000.
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Prior Offerings and “Prior Offer” shall have the meaning set forth in Section 3.8(b).
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Prior Offerings shall have the meaning set forth in the definition of “Banked Shares.””
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Examples of Prior Offerings in a sentence

  • At the same time, the Company also is registering certain Soliciting Dealer Warrants (and the Shares purchasable thereunder) which were to be but have not been issued to the Warrantholder in connection with Shares sold in the Prior Offerings.

  • Stockholders who previously purchased Shares pursuant to one of the Prior Offerings but have not previously participated in the DRP may elect to become a Participant by completing and executing an enrollment form or any other appropriate authorization form as may be available from Wells REIT, the Dealer Manager or a Participating Dealer.

  • The Company has not specifically allocated proceeds from the Prior Offerings towards the NYU Langone Health program.

  • The Company expects that the costs of such program attributable to the Company will be funded from amounts the Company has previously allocated towards general or other working capital purposes in respect of the Prior Offerings.

  • Shareholders who previously purchased Shares pursuant to one of the Prior Offerings but have not previously participated in the DRP may elect to become a Participant by completing and executing an enrollment form or any other appropriate authorization form as may be available from Wells REIT, the Dealer Manager or a Participating Dealer.

  • Except as set forth in on Schedule 3x hereto, all Prior Offerings were made and sold in reliance upon the registration exemption provided by Regulation D in a transaction not involving any public offering.

  • The adjustments for Prior Offerings assumes the sale of all Common Stock, Preferred Stock and Fixed Rate Unsecured Senior Notes (and the related repayment of amounts outstanding under the Company's Unsecured Credit Facility) subsequent to December 31, 1996 had occurred as of January 1, 1997.

  • No general solicitation was used by the Company in the Prior Offerings.

  • Except as set forth in Section 4.27, nothing in the Transaction Documents shall be deemed to alter the seniority, priority or preferences of any Purchaser vis-à-vis any other Purchaser as previously agreed to in connection with the Prior Offerings and such seniority, priority and preferences shall remain in full force and effect.

  • Schedule 3x sets forth all sales by the Company of shares of its capital stock or Options made pursuant to exemption from registration under the 1933 Act, and contains copies of all subscription agreements, purchaser questionnaires, and offering memoranda related thereto (collectively, the "Prior Offerings").


More Definitions of Prior Offerings

Prior Offerings mean collectively, the purchase and sale of the Company’s promissory notes and common stock purchase warrants to the Purchasers effectuated as of November 6, 2014 and the common stock and common stock purchase warrants effectuated as of June 25, 2015 pursuant to Subscription Agreements and Securities Purchase Agreements and other “Transaction Documents” as defined therein, and as amended pursuant to an “Amendment”, and a “Consent and Waiver” and a “Consent and Waiver and Amendment”, respectively, all dated June 27, 2016.
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Related to Prior Offerings

  • Offerings means In-App Products, and any item or service made available through a RIME Store including, any RIM Product, Software, RIM Service, Third Party Item or Third Party Service made so available.

  • 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.

  • Service Offerings or “services” means the services specified in the Services Agreement.

  • 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.

  • 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.

  • 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.

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.

  • 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.

  • Qualified Initial Public Offering means a firm underwritten offering of the Company pursuant to a registration statement under the Securities Act (i) of common Capital Stock having an aggregate gross offering price of at least $50,000,000 and (ii) reasonably expected to result in more than 100 holders of record of Voting Stock of the Company (exclusive of holdings of Affiliates and employees of the Company).

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

  • Initial Public Offering” or “IPO 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.

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

  • 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.

  • 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.

  • Shelf Offering has the meaning set forth in Section 1(d)(i).

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

  • Maximum Offering means, with respect to some or all participants in the Non-423(b) Plan Component, a maximum number or value of shares of the Common Stock made available for purchase in a specified period (e.g., a 12-month period) in specified countries, locations or to Employees of specified Designated Subsidiaries. Such maximum shall be determined by the Board (or a committee authorized by the Board) in such a manner as to avoid securities filings, to achieve certain tax results or to meet other Company objectives.

  • 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.

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

  • Offering shall have the meaning ascribed to such term in Section 2.1(c).

  • 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.

  • Offering Documents means the Canadian Offering Documents and the U.S. Offering Documents;

  • Firm Commitment has the meaning set forth in Section 4.2.

  • COMMENCEMENT OF THE INITIAL PUBLIC OFFERING means the date that the Securities and Exchange Commission declares effective the registration statement filed under the Securities Act for the Initial Public Offering.

  • Minimum Offering means the number Shares so designated on Exhibit A hereto.