Qualified Offering definition

Qualified Offering in Section 1.1 of the Securities Purchase Agreements is deleted and replaced with the following:

Qualified Offering means a registered offering of Common Stock (or units consisting of Common Stock and warrants to purchase Common Stock) for aggregate gross proceeds to the Company of at least $5,000,000 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).

Qualified Offering means an offering of equity or debt securities for gross proceeds to the Company of not less than $5.0 million.

Examples of Qualified Offering in a sentence

• As used herein, the term “Trigger Date” means the date the Company consummates a Qualified Offering.

• In addition, on each Trigger Date (as defined below), the Conversion Price shall be reduced, and only reduced, to the lesser of (x) the then Conversion Price, as adjusted and taking into consideration any prior resets, or (y) 90% of the effective price per share of securities issued in a Qualified Offering (as defined below), subject to adjustment hereunder.

• Simultaneous with the consummation of a Qualified Offering, the outstanding principal amount due hereunder and all accrued interest hereon shall automatically be converted into fully paid and nonassessable shares of Common Stock at the Conversion Price.

• Such conversion shall be deemed to have been made immediately prior to and shall be contingent upon the closing of a Qualified Offering, and the person or persons entitled to receive the shares of Common issuable upon such conversion shall be treated for all purposes as the record holder or holders of such shares of Common on such date.

• The rights of the Participating Stockholders under this Section 6 shall terminate immediately prior to the consummation of a Qualified Offering.

More Definitions of Qualified Offering

Qualified Offering means an offering pursuant to an effective registration statement in which Registrable Securities are sold (i) to an underwriter on a firm commitment basis for reoffering and resale to the public, (ii) in an offering that is a “bought deal” with one or more investment banks or (iii) in a block trade with a broker-dealer, but in each case shall not include any at-the-market offering program.

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).

Qualified Offering means the first occurrence of an offering of the Company’s Common Stock which closes in one or more closings in connection with which the Company receives not less than $5,000,000 of gross cash proceeds from the sale of Common Stock on or before November 15, 2016 by Palladium Capital Advisors, LLC pursuant to the terms of an investment banking agreement between the Company and Palladium Capital Advisors, LLC, and thereafter by the Company or other placement agent until the Maturity Date (as defined in the Note) accelerated or otherwise.”

Qualified Offering means (a) any registered offering of Common Stock and/or Common Stock Equivalents that occurs after the Original Issue Date or (b) any financing (registered or private placement) (or series of financings) of Common Stock and/or Common Stock Equivalents with gross proceeds of, in the aggregate following the Original Issue Date, $4,000,000 or more that occurs after the Original Issue Date. As used herein, the term “Trigger Date” means the date the Company consummates a Qualified Offering.

Qualified Offering means the closing of the sale of the securities of the Company, whether in a private placement or pursuant to an effective registration statement under the Securities Act resulting in at least $2,500,000.00 of gross proceeds to the Company.

Qualified Offering means a firm commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, covering the offer and sale of Common Stock by the Company to the public that results in gross cash proceeds to the Company of at least $10,000,000 and assumes a minimum valuation of the Company of at least $50,000,000.

Qualified Offering means an offering of the Company’s securities, in one or a series of financings, in which the Company receives gross proceeds of at least $7,000,000.