S-1 Filing definition

S-1 Filing means the Form S-1 Registration Statement dated as of October 8, 2015, filed by LD Corp. with the Securities and Exchange Commission, as amended, restated, supplemented or otherwise modified from time to time prior to the IPO.
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S-1 Filing means the registration statement on Form S-1 initially filed by Rubicon Technologies, Inc. on August 22, 2022 with the Securities and Exchange Commission (the “SEC”), as the same may be amended or supplemented.
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S-1 Filing means the Parent's certain SEC Form S-1 filing dated May 12, 2006, as same my be amended or supplemented subject to the satisfaction of the Lenders.
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Examples of S-1 Filing in a sentence

  • The Borrower shall provide the Agent notice promptly upon each of the S-1 Filing and the Convertibles Registration Statement having become effective under the Securities Act and the rules and regulations promulgated thereunder.

  • Borrower shall provide Agent notice promptly upon the S-1 Filing having become effective under the Securities Act and the rules and regulations promulgated thereunder.

  • The parties agree that the liquidated damages provided for in this Section 2(a)(i) represent a reasonable estimate on the part of the parties, as of the date of this Agreement, of the amount of damages that may be incurred by the Investors if the S-1 Registration Statement is not filed by the S-1 Filing Deadline.

  • If the S-1 Registration Statement covering the Registrable Securities is not filed with the SEC on or prior to the S-1 Filing Deadline, the Company will make pro rata payments to each Investor, as liquidated damages and not as a penalty, in an amount equal to 1.5% of the aggregate amount invested by such Investor for each 30-day period or pro rata for any portion thereof following the Filing Deadline for which the S-1 Registration Statement is filed with respect to the Registrable Securities.

  • The Company shall use its commercially reasonable efforts to cause the Registration Statement to be declared effective by the SEC within one hundred twenty (120) days after the S-1 Filing Deadline (the "Registration Deadline" or "Required Effective Date").

  • Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Indemnified Person and shall survive the transfer of the Registrable Securities by the Investors pursuant to Section 9 for a period of three (3) years from the S-1 Filing Deadline.

  • Good Technology's S-1 Filing On May 14th Good Technology (“Good”) filed an S-1 registration statement with the SEC for an IPO that the company hopes will allow it to raise $100 million.

  • Parent shall have consummated its IPO on or before September 30, 2006, on terms and conditions substantially in conformity with the S-1 Filing, with no material change in the pro forma financial statements as of December 31, 2005, and with at least $100,000,000 in net proceeds resulting from such IPO.

  • Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Indemnified Person and shall survive the transfer of the Registrable Securities by the Investor pursuant to Section 9 for a period of three (3) years from the S-1 Filing Deadline.

  • The Company shall, no later than December 31, 2019, subject to extension upon the prior written approval of the Required Buyers (such date, hereinafter, the “Form S-1 Filing Due Date”), file with or submit confidentially to the SEC (in the Company’s discretion) a registration statement on Form S-1 (or any successor form thereto) to register and sell Common Stock in an IPO and shall complete the IPO no later than December 31, 2020, subject to extension upon the prior written approval of the Required Buyers.

Related to S-1 Filing

  • 10-K Filing Deadline As defined in Section 10.05 of this Agreement.

  • HSR Filing means filings with the United States Federal Trade Commission and the Antitrust Division of the United States Department of Justice of a Notification and Report Form for Certain Mergers and Acquisitions (as that term is defined in the HSR Act) with respect to the subject matter of this Agreement, together with all required documentary attachments thereto.

  • Rule 462(b) Registration Statement means a registration statement and any amendments thereto filed pursuant to Rule 462(b) relating to the offering covered by the registration statement referred to in Section 1(a) hereof.

  • Form S-4 Registration Statement means the registration statement on Form S-4 to be filed with the SEC by Parent in connection with issuance of Parent Common Stock in the Merger, as said registration statement may be amended prior to the time it is declared effective by the SEC.

  • Shelf Filing Deadline As defined in Section 4(a) hereof.

  • Filing Statement means all UCC financing statements or other similar financing statements and UCC (Form UCC-3) termination statements required pursuant to the Loan Documents.

  • Form 10 means the registration statement on Form 10 filed by SpinCo with the SEC to effect the registration of SpinCo Shares pursuant to the Exchange Act in connection with the Distribution, as such registration statement may be amended or supplemented from time to time prior to the Distribution.

  • New Registration Statement has the meaning set forth in Section 2(a).

  • Continuation statement means an amendment of a financing statement which:

  • Information Statement means the information statement to be made available to the holders of Parent Shares in connection with the Distribution, as such information statement may be amended or supplemented from time to time prior to the Distribution.

  • Initial Filing Date means the date on which the Initial Registration Statement is filed with the SEC.

  • Consent Solicitation Statement means the consent solicitation statement included as part of the Registration Statement with respect to the solicitation by the Company of the Company Stockholder Approval.

  • Merger Registration Statement means the registration statement, together with all amendments, filed with the SEC under the Securities Act for the purpose of registering the offer of shares of NBT Common Stock to be offered to holders of CNB Common Stock in connection with the Merger.

  • Initial Filing Deadline means the date which is thirty (30) calendar days after the Closing Date.

  • Date of filing means the date an applicant submits a noti- fication of intent or the date an applicant files an application, whichever is earlier.

  • Initial Registration Statement means the initial Registration Statement filed pursuant to this Agreement.

  • Distribution Statement has the meaning set forth in Section 5.02(c) of the Trust Agreement.

  • Registration Statements means the Initial Registration Statement and the additional registration statement as proposed to be filed or as proposed to be amended by the post-effective amendment to be filed shortly prior to its Effective Time, and (iii) "Prospectus" shall mean the prospectus included in the Registration Statements.

  • Termination statement means an amendment of a financing statement which:

  • Rule 482 Statement means a document that contains the number of Securities issued, the offering price and any other items dependent upon the offering price, prepared in accordance with the provisions of Rule 482 of the 1933 Act, a copy of which shall be attached as Schedule D hereto. “Statutory Prospectus” as of any time means the prospectus relating to the Securities that is included in the Registration Statement immediately prior to that time, including any document incorporated by reference therein. Each preliminary prospectus and the prospectus filed as part of the effective Registration Statement or as part of any amendment thereto, or filed pursuant to Rule 497 under the 1933 Act, complied when so filed in all material respects with the Rules and Regulations and each preliminary prospectus and the Prospectus delivered to the Underwriters for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. If a Rule 462(b) Registration Statement is required in connection with the offering and sale of the Securities, the Fund has complied or will comply with the requirements of Rule 111 under the 1933 Act Rules and Regulations and Rule 3a of the Commission’s Internal and Other Procedures (“Rule 3a”) relating to the payment of filing fees thereof. The Fund, subject to the Registration Statement having been declared effective and the filing of the Prospectus under Rule 497, has taken all required action under the 1933 Act, the 1940 Act, the Securities and Exchange Act of 1934, as amended (the “1934 Act”) and the Rules and Regulations to make the public offering and consummate the sale of the Securities as contemplated by this Agreement.

  • Filing means any registration, petition, statement, application, schedule, form, declaration, notice, notification, report, submission or other filing.

  • Company Registration Statement means the Registration Statement, including the Prospectus, amendments and supplements to the Registration Statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto, and all material and exhibits incorporated by reference or deemed to be incorporated by reference in such registration statement.

  • Completion Statement has the meaning set out in clause 6.1;

  • IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.

  • GLJ Report means the independent engineering reserves evaluation of certain oil, NGL and natural gas interests of the Company prepared by GLJ dated February 11, 2022 and effective December 31, 2021.

  • Additional Filing Deadline means if Cutback Shares are required to be included in any Additional Registration Statement, the later of (i) the date sixty (60) days after the date substantially all of the Registrable Securities registered under the immediately preceding Registration Statement are sold and (ii) the date six (6) months from the Initial Effective Date or the most recent Additional Effective Date, as applicable.