Private Placement definition

Private Placement. (or “limited offering”) means an offering that is exempt from registration under the 1933 Act pursuant to Section 4(2) or Section 4(6) of the 1933 Act or pursuant to rule 504, rule 505 or rule 506 under the 1933 Act.

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Private Placement means a limited 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 such Securities Act.

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

Examples of Private Placement in a sentence

• A portion of the proceeds from the sale of the Private Placement Warrants will be deposited into the Trust Account.

• The Company has entered into a warrant agreement with respect to the Warrants underlying the Units, the Private Placement Warrants, the Underwriter Warrants and certain other warrants that may be issued by the Company with Odyssey substantially in the form filed as an exhibit to the Registration Statement (“Warrant Agreement”).

• The private placements described in this Section 1.4.2 are referred to herein as the “Private Placements.” Except as described in the Registration Statement, none of the Private Placement Warrants (or Ordinary Shares underlying the Private Placement Warrants) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination.

• The Ordinary Shares issuable upon exercise of the Private Placement Warrants and upon separation of the Private Units have been reserved for issuance and, when issued in accordance with the terms of the Private Placement Warrants and Private Units will be duly and validly authorized, validly issued and upon payment therefor, fully paid and non-assessable, and the holders thereof are not and will not be subject to personal liability by reason of being such holders.

• Sponsor has executed and delivered agreements, the forms of which are included as exhibits to the Registration Statement (the “Purchase Agreements”), pursuant to which the Sponsor will, among other things, on the Closing Date, consummate the purchase of and deliver the purchase price for the Private Placement Securities as provided for in such Purchase Agreements.

More Definitions of Private Placement

Private Placement means a limited offering exempt from registration pursuant to Rules 504, 505 or 506 or under Section 4(2) or 4(6) of the Securities Act of 1933.

Private Placement shall have the meaning given in the Recitals hereto.

Private Placement means the offering of the Purchased Securities on the terms and conditions of this Subscription Agreement;

Private Placement means an offering that is exempt from registration pursuant to Section 4(2) or Section 4(6) of the 1933 Act or pursuant to rules 504, 505 or 506 under the 1933 Act.

Private Placement means an offering of securities in which the issuer relies on an exemption from the registration provisions of the federal securities laws, and usually involves a limited number of sophisticated investors and a restriction on resale of the securities.

Private Placement means an offering that is exempt from registration pursuant to Section 4(2) or Section 4(6) of the Securities Act of 1933, as amended, or pursuant to Rules 504, 505 or 506 of Regulation D thereunder. For the avoidance of doubt, the term “Private Placement” includes investment in any hedge fund, private equity fund, venture capital fund, limited partnership, limited liability company or other privately offered investment vehicle.

Private Placement means an offering that is exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or Section 4(6) in the Securities Act of 1933.