Qualified Private Financing definition

Qualified Private Financing means a transaction or series of transactions involving the sale of shares of Precigen’s stock (common or preferred) to Third Parties through which Precigen raises at least [***] dollars ($[***]). {Signature page follows} 58. [***] = CERTAIN CONFIDENTIAL INFORMATION OMITTED
Sample 1
Qualified Private Financing means the sale of at least $20,000,000 in preferred equity securities to one or more institutional, venture capital, corporate partner, or private investor in the Company in a private placement (which shall include for such purpose the principal and accrued unpaid interest on the Bridge Notes).
Sample 1Sample 2
Qualified Private Financing means the next bona fide capital financing transaction or series of financing transactions of the Borrower occurring after the Effective Date but prior to the Maturity Date, with one or more financial non-strategic investors with aggregate net proceeds to the Borrower of at least Twenty Million Dollars ($20,000,000), and pursuant to *Confidential Treatment Requested which the Borrower issues or will issue any fully paid and non-assessable shares of the New Preferred and/or other equity securities of the Borrower.
Sample 1

Examples of Qualified Private Financing in a sentence

  • So long as Participant shall continue to serve as a director or continue to be an employee of the Company, the options granted to the Participant shall not be affected by any change of duties or position.

  • Notwithstanding anything contained or implied herein to the contrary, any and all Series D Accrued Dividends shall be immediately due and payable upon the occurrence of any of the following events: (i) the consummation of a Qualified Private Financing, (ii) the consummation of a Qualified Public Offering or (iii) any Liquidation Event.

  • In the event of a Qualified Private Financing (as defined below) on or prior to the Maturity Date, all unpaid principal on this Note and all unpaid accrued interest shall be automatically converted into the type, kind and character of securities (the “Securities”) issued in such Qualified Private Financing in an amount equal to (i) the aggregate outstanding principal and unpaid accrued interest due under this Note, divided by (ii) the purchase price for such Securities.

  • In the event a Company Sale is completed prior to the earlier to occur of August 4, 2012 or a Qualified Private Financing or a Qualified IPO, the Maturity Date of the Note shall be accelerated to the closing date of the Company Sale and, notwithstanding anything to the contrary contained in this Note, the provisions of this Section 4.4 shall apply.

  • Upon such conversion, the Holder shall receive the same rights, preferences and privileges as are received by other investors, and such Securities shall be issued pursuant to and governed by the same agreements relating to the issuance of the Securities in the Qualified Private Financing, which agreements Holder shall evidence its consent to by execution of appropriate documentation.

  • The Company shall provide the Holder with at least ten (10) days prior notice of (i) a Qualified Private Financing, (ii) a Qualified IPO, (iii) a Company Sale, or (iv) a Subsidiary Sale.

  • Patients may be treated up to 8 weeks from cytoreductive surgery but no sooner than 3 weeks from surgery.

  • And it is for reasons of overall coherence that LFG was chosen as the grammatical framework for PT, because it provides a basis for relating linguistic knowledge to the processor.

  • Results and implications from a multicenter study using a standardized approach.


More Definitions of Qualified Private Financing

Qualified Private Financing means a private offering of the Equity Interests (including in the form of subordinated convertible debt where such debt is subordinated to the Obligations and governed by such terms of subordination substantially similar to those provided in Exhibit G hereto) of Borrower which generates net cash proceeds of at least $30,000,000.
Sample 1
Qualified Private Financing means any bona fide private equity or equity-linked capital raising activity of the Company, so long as: (a) any such activity is conducted in accordance with ARTICLE VIII (it being understood that the application of ARTICLE VIII may be waived in respect of the securities issued in such capital raising activity in accordance with Section 8.4(j) and still qualify as a Qualified Private Financing); (b) the securities issued in any such capital raising activity are Ordinary Shares and do not (i) result in any material and adverse amendment to the named rights of the Minority Shareholders expressly set forth in this Agreement (or the Constitution); (ii) result in any material voting rights that are senior to those provided to the Minority Shareholders hereunder (it being understood that any new investor may be joined to this Agreement to the extent provided for in Section 16.7(b)); or (iii) have any liquidation preference or other senior economic rights to other holders of Ordinary Shares (it being understood that investor being named a ROFR Shareholder shall not constitute a voting right or economic right that is senior to any rights granted to Minority Shareholders or other holders of Ordinary Shares); and (c) such securities are sold and issued at a price per share that is no less than the Wal-Mart Acquisition Original Cost. “Qualified Public Offering” means an Initial Offering resulting in: (a) at least ten percent (10%) of the Outstanding Shares of the Company as of immediately following the consummation of such Initial Offering being listed on the stock exchange identified in clause “(c)” below that Wal-Mart elects in its sole discretion; (b) cash proceeds to the Company from the offering of at least twenty-five percent (25%) of the gross cash proceeds of such offering; and (c) the Ordinary Shares being traded on one of the following stock exchanges that Wal-Mart elects in its sole discretion: the New York Stock Exchange, NASDAQ, the London Stock Exchange or the Hong Kong Stock Exchange; “Registrable Securities” has the meaning given in the Registration Rights Agreement. “Registration Rights Agreement” has the meaning given in Recital D; “Related Party” means: (a) in relation to a natural person, the spouse or children of such person or any trust in which such person or the spouse or children of such person is a trustee or beneficiary; (b) in relation to an Entity, a subsidiary or parent company of such Entity or another subsidiary of a parent company of...
Sample 1
Qualified Private Financing means LICENSEE’s sale of its Series A Preferred Stock pursuant to that certain Series A Preferred Stock Purchase Agreement, dated on or about , 2007, between LICENSEE and the purchasers named therein.
Sample 1
Qualified Private Financing means [***].
Sample 1

Related to Qualified Private Financing

  • Alternative Financing has the meaning set forth in Section 5.14(b).

  • Public Equity Offering means an underwritten public offering of Qualified Capital Stock of the Company pursuant to a registration statement filed with the Commission in accordance with the Securities Act.

  • securities financing transaction or 'SFT' means a repurchase transaction, a securities or commodities lending or borrowing transaction, or a margin lending transaction;

  • Qualified Securitization Financing means any Securitization Financing of a Securitization Subsidiary that meets the following conditions: (a) the Board of Directors shall have determined in good faith that such Qualified Securitization Financing (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Issuer and the Securitization Subsidiary, (b) all sales of Securitization Assets and related assets to the Securitization Subsidiary are made at fair market value (as determined in good faith by the Issuer) and (c) the financing terms, covenants, termination events and other provisions thereof shall be market terms (as determined in good faith by the Issuer) and may include Standard Securitization Undertakings. The grant of a security interest in any Securitization Assets of the Issuer or any of its Subsidiaries (other than a Securitization Subsidiary) to secure Indebtedness under the Credit Agreement and any Refinancing Indebtedness with respect thereto shall not be deemed a Qualified Securitization Financing.

  • 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.

  • Securities Financing Transactions means repurchase agreements, reverse repurchase agreements, securities lending agreements and any other transactions within the scope of SFTR that a Fund is permitted to engage in;

  • 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;

  • Co-financing means the financing referred to in Section 7.02 (h) and specified in the Loan Agreement provided or to be provided for the Project by the Co-financier. If the Loan Agreement specifies more than one such financing, “Co-financing” refers separately to each of such financings.

  • Private Investment means a securities offering that is exempt from registration under certain provisions of the U.S. securities laws and/or similar laws of non-U.S. jurisdictions. It includes investments in hedge funds, private equity funds, limited partnerships, real estate, peer to peer lending clubs and private businesses.

  • Qualified Securitization Transaction means any transaction or series of transactions that may be entered into by the Company or any of its Restricted Subsidiaries pursuant to which the Company or any of its Restricted Subsidiaries may sell, convey or otherwise transfer to:

  • Secondary Market Transaction has the meaning set forth in Section 5.5.

  • Real estate related financial transaction means any transaction involving:

  • Private Capital means, if the Issuer is Matching Private Investment Supported (as defined in the Definitive Agreement), the equity capital received by the Issuer or the applicable Affiliate of the Issuer from one or more non-governmental investors in accordance with Section 1.3(m) of the Definitive Agreement.

  • 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).

  • Special Purpose Financing Undertakings representations, warranties, covenants, indemnities, guarantees of performance and (subject to clause (y) of the proviso below) other agreements and undertakings entered into or provided by the Borrower or any of its Restricted Subsidiaries that the Borrower determines in good faith (which determination shall be conclusive) are customary or otherwise necessary or advisable in connection with a Special Purpose Financing or a Financing Disposition; provided that (x) it is understood that Special Purpose Financing Undertakings may consist of or include (i) reimbursement and other obligations in respect of notes, letters of credit, surety bonds and similar instruments provided for credit enhancement purposes, (ii) Hedging Obligations or other obligations relating to Interest Rate Agreements, Currency Agreements or Commodities Agreements entered into by the Borrower or any Restricted Subsidiary, in respect of any Special Purpose Financing or Financing Disposition, or (iii) any Guarantee in respect of customary recourse obligations (as determined in good faith by the Borrower, which determination shall be conclusive) in connection with any Special Purpose Financing or Financing Disposition, including in respect of Liabilities in the event of any involuntary case commenced with the collusion of any Special Purpose Subsidiary or any Affiliate thereof, or any voluntary case commenced by any Special Purpose Subsidiary, under any applicable bankruptcy law, and (y) subject to the preceding clause (x), any such other agreements and undertakings shall not include any Guarantee of Indebtedness of a Special Purpose Subsidiary by the Borrower or a Restricted Subsidiary that is not a Special Purpose Subsidiary.

  • Marketed Underwritten Shelf Take-Down has the meaning set forth in Section 2.02(e).

  • 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.

  • Securitization Financing means any transaction or series of transactions that may be entered into by the Borrower or any of its Subsidiaries pursuant to which the Borrower or any of its Subsidiaries may sell, convey or otherwise transfer to (a) a Securitization Subsidiary (in the case of a transfer by the Borrower or any of its Subsidiaries) or (b) any other Person (in the case of a transfer by a Securitization Subsidiary), or may grant a security interest in, any Securitization Assets of the Borrower or any of its Subsidiaries, and any assets related thereto, including all collateral securing such Securitization Assets, all contracts and all guarantees or other obligations in respect of such Securitization Assets, proceeds of such Securitization Assets and other assets that are customarily transferred or in respect of which security interests are customarily granted in connection with asset securitization transactions involving Securitization Assets.

  • Capital investment means an investment in real property, personal property, or both, at a

  • Permitted Securitization Financing means one or more transactions pursuant to which (i) Securitization Assets or interests therein are sold or transferred to or financed by one or more Special Purpose Securitization Subsidiaries, and (ii) such Special Purpose Securitization Subsidiaries finance (or refinance) their acquisition of such Securitization Assets or interests therein, or the financing thereof, by selling or borrowing against Securitization Assets (including conduit and warehouse financings) and any Hedging Agreements entered into in connection with such Securitization Assets; provided, that recourse to the Borrower or any Subsidiary (other than the Special Purpose Securitization Subsidiaries) in connection with such transactions shall be limited to the extent customary (as determined by the Borrower in good faith) for similar transactions in the applicable jurisdictions (including, to the extent applicable, in a manner consistent with the delivery of a “true sale”/“absolute transfer” opinion with respect to any transfer by the Borrower or any Subsidiary (other than a Special Purpose Securitization Subsidiary).

  • Investment Entity means any Entity that conducts as a business (or is managed by an entity that conducts as a business) one or more of the following activities or operations for or on behalf of a customer:

  • Securities Lending Agreement means an agreement under which a local agency agrees to transfer securities to a borrower who, in turn, agrees to provide collateral to the local agency. During the term of the agreement, both the securities and the collateral are held by a third party. At the conclusion of the agreement, the securities are transferred back to the local agency in return for the collateral.

  • CHESS Approved Securities means securities of the Company for which CHESS approval has been given in accordance with the ASX Settlement Operating Rules;

  • investment dealer means a person or company registered in the category of investment dealer;

  • 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).

  • 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).