SAFE Shares definition

SAFE Shares means the shares issued to the Investor in an Equity Financing, having the identical rights, privileges, preferences and restrictions as the Standard Shares, other than with respect to: (i) the per share liquidation preference and the (initial) conversion price for purposes of price-based anti-dilution protection, which will equal the Equity Financing Conversion Price; and (ii) the basis for any dividend rights, which will be based on the Equity Financing Conversion Price.
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SAFE Shares means the number of shares of common stock of SAFE equal to the SpinCo Share Contribution transferred to the SpinCo Group in the Separation Transactions.
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SAFE Shares means any Company Share issued or that may be issuable under either SAFE or the SAFE Warrant, or with respect to which either SAFE is convertible or the SAFE Warrant is exercisable.
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Examples of SAFE Shares in a sentence

  • If there are not enough funds to pay the Investor and holders of other SAFE Shares (collectively, the “Cash-Out Investors”) in full, then all of the Company’s available funds will be distributed with equal priority and pro rata among the Cash-Out Investors in proportion to their Purchase Amounts, and the Cash-Out Investors will automatically receive the number of shares of Common Stock equal to the remaining unpaid Purchase Amount (plus all accrued unpaid Dividends thereon) divided by the Liquidity Price.

  • If there is a Liquidity Event before the expiration or termination of this Agreement, the Investor will, at its option, either (i) receive a cash payment equal to the Purchase Amount (plus all accrued unpaid Dividends thereon) subject to the following paragraph, or (ii) automatically receive from the Company a number SAFE Shares equal to the Purchase Amount (plus all accrued unpaid Dividends thereon) divided by the Liquidity Price, if the Investor fails to select the cash option.

  • Each Investor will, at the request of the Company, in its sole discretion, execute and deliver to the Company all documents related to the Liquidity Event, including lock-up undertakings, as may be applicable, provided that such documents are the same documents to be entered into with the other shareholders of the Company with appropriate variations for the SAFE Shares as applicable.

  • Each Investor will, at the request of the Company in its sole discretion, execute and deliver to the Company all transaction documents related to the Non-Qualified Financing; provided, that such documents are the same documents to be entered into with the purchasers in the Non-Qualified Financing, with appropriate variations for the SAFE Shares, as applicable.

  • If there is a Qualified Financing before the expiration or termination of this SAFE, the Company will automatically issue to CABHI a number of SAFE Shares equal to the Investment Amount divided by the Conversion Price, rounded down to the nearest whole number of SAFE Shares.

  • Each Investor will, at the request of the Company and\or the underwriter, execute and deliver to the Company all documents related to the Initial Public Offering, as may be applicable, provided that such documents are the same documents to be entered into with the other shareholders of the Company with appropriate variations for the SAFE Shares as applicable.

  • Holders of all of the issued and outstanding SAFE Shares shall agree to this Agreement and the exchange of shares.

  • The SAFE was primarily designed to issue to the investor a number of shares equal to the Purchase Amount divided by the Conversion Price (defined herein) upon the occurrence of an equity financing, and, whereas the conversion price was defined as: the valuation cap divided by the total shares outstanding immediately prior to the equity financing or 85% of the price per share in the equity financing, whichever calculation results in a greater number of SAFE Shares.

  • The transfer of SAFE Shares by the SAFE Stockholders shall be effected by the delivery to GEI at the Closing (as set forth in Section 1.05 hereof) of certificates representing the transferred shares endorsed in blank or accompanied by stock powers executed in blank, with all signatures medallion guaranteed and with all necessary transfer taxes and other revenue stamps affixed and acquired at the SAFE Stockholders' expense.

  • Such shares of GEI Common Stock shall be issued pro rata based on the number of SAFE Shares held and as set forth opposite the SAFE Stockholders respective names in Exhibit A-1.


More Definitions of SAFE Shares

SAFE Shares means the collective reference to the SAFE Preferred Stock and the Conversion Shares issuable upon conversion of the SAFE Preferred Stock.
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SAFE Shares means the Preferred Shares issued to CABHI in the Qualified Financing, having the identical rights, privileges, preferences and restrictions as Investor Shares, other than with respect to: (i) any per share liquidation preference and any conversion price for purposes of price-based anti-dilution protection associated with a SAFE Share, which will equal the Conversion Price; and (ii) the basis for any dividend rights associated with a SAFE Share, which will be based on the Conversion Price.
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SAFE Shares means the then most senior shares issued to the Investor in any Equity Financing, , having the identical rights, privileges, preferences and restrictions as the Equity Shares, including, without limitation, liquidation preference, anti-dilution protection, registration rights, preemptive rights, right of first refusal, voting and veto rights, or other rights, pro-rata to the respective amounts of investment, and the Investor shall otherwise be deemed one of the investors in such Equity Financing for all purposes (including with respect to any other securities, warrants or other or other rights granted to the investor, other than with respect to (if and to the extent applicable): (i) the per share liquidation preference and the initial conversion price for purposes of price-based anti-dilution protection, which will equal the Discount Price; (ii) the basis for any dividend rights, which will be based on the Discount Price; and (iii) any individual rights granted to certain investors based on the size of their investment or number of shares they will receive (subject to the same minimum holding requirements if applicable). The right to receive SAFE Shares shall also include the right to receive warrants or other convertible instruments granted to the investors in the Equity Financing, if granted. For avoidance of doubt it is hereby clarified that if the Company has no preferred class of shares in its share capital the SAFE Shares shall mean Ordinary Shares of the Company.
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SAFE Shares has the meaning provided in Recital (C).
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SAFE Shares means the Company Ordinary Shares issuable upon conversion of the New SAFE Agreements, determined by dividing (A) the amount actually invested by each investor in the Company pursuant to the applicable New SAFE Agreement by (B) $7.50, and rounding to the nearest whole share.
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SAFE Shares and “Equity Adjusted Safe Shares” mean the shares of the Company issuable to SSMP under paragraph 1.1 and 2.1
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Related to SAFE Shares

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Acquired Shares has the meaning set forth in the Recitals.

  • ASA Shares has the meaning set forth in 2.4(a).

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Purchased Shares has the meaning set forth in Section 2.01.

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Unit Shares has the meaning ascribed thereto in the first paragraph of this Agreement;

  • H Shares means the overseas-listed foreign invested shares in the share capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong Dollars;

  • Common Shares means the common shares in the capital of the Corporation;

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Issued Shares means, collectively, all outstanding Shares issued pursuant to Restricted Stock Awards, all outstanding Shares issued pursuant to Unrestricted Stock Awards, and all Option Shares.

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Company Shares means the common shares in the capital of the Company;

  • New Shares means ordinary or common shares, whether of the entity or person (other than the Share Issuer) involved in the Merger Event or a third party, that are, or that as of the Merger Date are promptly scheduled to be, (i) publicly quoted, traded or listed on an exchange or quotation system located in the same country as the Exchange (or, where the Exchange is within the European Union, in any member of state of the European Union) or on another exchange acceptable to the Issuer and (ii) not subject to any currency exchange controls, trading restrictions or other trading limitations.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Amalco Shares means the common shares in the capital of Amalco;

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

  • Buyer Stock means the common stock, par value $0.001 per share, of Buyer.