Private Placement Exemptions definition

Private Placement Exemptions means the accredited investor exemption under Section 2.3 of NI 45-106 and the minimum amount investment exemption under Section 2.10 of NI 45-106;
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Private Placement Exemptions means the prospectus exemptions pursuant to which the Units are to be issued in the Offering Jurisdiction as more specifically set out in the Subscription Agreements;
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Private Placement Exemptions means the prospectus and registration exemptions pursuant to which the Special Warrants are to be issued in the Qualifying Jurisdictions;
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Examples of Private Placement Exemptions in a sentence

  • The Purchaser hereby acknowledges and agrees that the Offering is being made pursuant to Private Placement Exemptions.

  • As a result of the Corporation's reliance on Private Placement Exemptions, the Common Shares will be subject to restrictions on resale and transferability contained in applicable securities legislation, as well as any restrictions on resale and transferability imposed by the Stock Exchanges.

  • The Placement will be undertaken in Australia and wholly outside Singapore to investors wholly outside Singapore, relying on the Australian Private Placement Exemptions, by way of offering to professional investor(s) under section 708(11) of the Corporations Act, or sophisticated investor(s) under section 708(8) or section 708(10) of the Corporations Act.


More Definitions of Private Placement Exemptions

Private Placement Exemptions means the registration and prospectus exemptions pursuant to which the Units are to be issued in the Designated Provinces;
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Private Placement Exemptions means (i) in respect of Ontario, the "accredited investor" exemption under section 2.3 of Ontario Securities Commission Rule 45-501 - Exempt Distributions; (ii) in respect of British Columbia and Alberta the "accredited investor" exemption under section 5.1 of Multilateral Instrument 45-103 - Capital Raising Exemptions; and (iii) in respect of the Offering Provincial Jurisdiction other than Ontario, the threshold exemptions available under Applicable Securities Laws of such Offering Provincial Jurisdiction.
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Private Placement Exemptions means the registration and prospectus exemptions available pursuant to the Canadian Securities Laws pursuant to which the Common Shares are to be issued in the Designated Province;
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Private Placement Exemptions means the prospectus exemptions pursuant to which the Common Shares are to be issued in the Qualifying Provinces, the United States and the states of the United States;
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Private Placement Exemptions means the "accredited investor" exemption under section 2.3 of National Instrument 45-106 - Prospectus and Registration Exemptions.
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Private Placement Exemptions means the prospectus and registration exemptions pursuant to which the Special Warrants are to be issued in the Qualifying Provinces and pursuant to Regulation S or Regulation D exemptions in the United States;
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Related to Private Placement Exemptions

  • 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.

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

  • Private place means a location which, at the time alcoholic beverages are kept, dispensed, or consumed, meets all of the following criteria:

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

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

  • Private Placement Lock-up Period means, with respect to Private Placement Warrants that are held by the initial purchasers of such Private Placement Warrants or their Permitted Transferees, and any of the Ordinary Shares issued or issuable upon the exercise or conversion of the Private Placement Warrants and that are held by the initial purchasers of the Private Placement Warrants or their Permitted Transferees, the period ending 30 days after the completion of the Company’s initial Business Combination.

  • INHAM Exemption is defined in Section 6.2(e).

  • Underwriter’s Exemption Prohibited Transaction Exemption 2002-41, 67 Fed. Reg. 54487 (2002), as amended (or any successor thereto), or any substantially similar administrative exemption granted by the U.S. Department of Labor.

  • Private Placement Transaction means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.

  • Securities Financing Transactions Regulation means Regulation (EU) 2015/2365 of the European Parliament and of the Council of 25 November 2015 on transparency of securities financing transactions and of reuse and amending Regulation (EU) No 648/2012;

  • QPAM Exemption is defined in Section 6.2(d).

  • Foster care placement means placement of a child through (i) an agreement between the parents or

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Investor-Based Exemption Any of Prohibited Transaction Class Exemption ("PTCE") 84-14 (for transactions by independent "qualified professional asset managers"), PTCE 91-38 (for transactions by bank collective investment funds), PTCE 90-1 (for transactions by insurance company pooled separate accounxx), XXXX 95-60 (for transactions by insurance company general accounts) or PTCE 96-23 (for transactions effected by "in-house asset managers"), or any comparable exemption available under Similar Law.

  • Private Placement Memorandum means offering materials prepared in accordance with Section 4 (including materials referred to therein or incorporated by reference therein, if any) provided to purchasers and prospective purchasers of the Notes, and shall include amendments and supplements thereto which may be prepared from time to time in accordance with this Agreement (other than any amendment or supplement that has been completely superseded by a later amendment or supplement).

  • Interstate placement means the arrangement for the care of a child in an adoptive home, foster care placement or in the home of the child's parent or with a relative or nonagency guardian, into or out of the Commonwealth, by a child-placing agency or court when the full legal right of the child's parent or nonagency guardian to plan for the child has been voluntarily terminated or limited or severed by the action of any court.

  • Personal Securities Transactions means any transaction in a Security pursuant to which an Access Person would have a Beneficial Ownership interest with the exception of obligations of the U.S. Government, bankers’ acceptances, bank certificates of deposit, money market fund shares, commercial paper, high quality short-term debt instruments and registered open-end investment companies, none of which are funds advised or sub-advised by the Firm.

  • New Exemption means the exemption from real property taxation provided hereunder with respect to the Exemption Area.

  • Privately Offered Certificates [______________], Mortgage Pass-Through Certificates, Series [_______], Class [__] issued pursuant to the Pooling and Servicing Agreement.

  • Permanent foster care placement means the place of residence in which a child resides and in

  • Personal Securities Transaction means any transaction in a Covered Security in which an Access Person has a direct or indirect Pecuniary Interest.

  • certificate of exemption means any document evidencing that the entity is exempt from

  • Class Exemption A class exemption granted by the U.S. Department of Labor, which provides relief from certain of the prohibited transaction provisions of ERISA and the related excise tax provisions of the Code.

  • Private Securities Transaction means any securities transaction relating to new offerings of securities which are not registered with the Securities and Exchange Commission, provided however that transactions subject to the notification requirements of Rule 3050 of the Financial Industry Regulatory Authority’s (FINRA) Conduct Rules, transactions among immediate family members (as defined in the interpretation of the FINRA Board of Governors on free-riding and withholding) for which no associated person receives any selling compensation, and personal securities transactions in investment company and variable annuity securities shall be excluded.

  • Statutory Exemption means the statutory exemption under Section 408(b)(17) of ERISA and Section 4975(d)(20) of the Code.

  • Prohibited Transaction Class Exemption means U.S. Department of Labor prohibited transaction class exemption 84-14, 90-1, 91-38, 95-60 or 96-23, or any similar prohibited transaction class exemption issued by the U.S. Department of Labor.