Qualified Public Offering definition
Examples of Qualified Public Offering in a sentence
For purposes of clarity, if the Qualified Public Offering Price is $4.00 per share of Common Stock, the Conversion Price would be $3.60 per Share and the holder of the Series C Preferred Stock would receive one point eleven (1.11) shares of Common Stock for each Share held.
Notwithstanding the foregoing, in the event that a Qualified Public Offering is not consummated on or before September 30, 2026, and the shares of Series C Preferred Stock are redeemed thereafter pursuant to Section 10 hereof, all accrued and unpaid dividends shall be payable solely in cash.
If a closing of a Qualified Public Offering occurs, such automatic conversion of all of the outstanding Shares of Series C Preferred Stock shall be deemed to have been converted into shares of Common Stock as of such closing.
At any time after the initial issuance of shares of Series C Preferred Stock, in the event that (i) a Qualified Public Offering is not consummated on or before September 30, 2026, or (ii) the Securities Purchase Agreement is terminated for any reason before the Qualified Public Offering, the Company shall redeem for cash all (and not less than all) of the outstanding shares of Series C Preferred Stock pursuant to the terms of the Securities Purchase Agreement, as applicable.
Upon the consummation of a Qualified Public Offering, the Corporation shall have the option, in its sole discretion, to pay all accrued and unpaid dividends either (i) in cash or (ii) in shares of Common Stock, valued at a ten percent (10%) discount to the applicable price used in such Qualified Public Offering or redemption, as applicable.