Second Issuance definition

Second Issuance means the first issuance of any shares of Series A Preferred Stock that occurs after the effective time of the merger of GCEAR with and into Globe Merger Sub, LLC.
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Second Issuance means an issuance of any Series A Preferred Units that occurs after the First Issuance Date.
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Second Issuance and "Second Issuance Issue Date". 5. RESTATEMENT OF SECTIONS 2.01 AND 2.02. Sections 2.01 and 2.02 of the Indenture are hereby restated in their entirety to read as follows: SECTION 2.
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Examples of Second Issuance in a sentence

  • In lieu of all or any portion of the Second Issuance Shares that the Company is obligated to issue to Genentech on the Second Closing Date, the Company may elect to pay Genentech the cash value of such Second Issuance Shares (based on the Second Issuance Price).

  • In the event that Connetics does not issue to Genentech all of the Second Issuance Shares or the cash value of the Second Issuance Shares, Genentech may, in addition to other remedies available to it by law or in equity, immediately terminate this Agreement and the licenses granted to Connetics under this Agreement.

  • In lieu of all or any portion of the Second Issuance Shares that Connetics is obligated to issue to Genentech on the Second Closing Date, Connetics may elect to pay Genentech the cash value of such Second Issuance Shares (based on the Second Issuance Price).

  • At the Second Closing, the Company shall deliver to Buyer or his designee one or more certificates evidencing the Second Issuance Acquired Membership Interests registered in the name of Buyer or his designee and Buyer shall pay or cause to be paid to the Company the purchase price for the Second Issuance Acquired Membership Interests by check or wire transfer.

  • The proxy materials relating to such meeting shall (i) contain the recommendation of the Board that the stockholders approve the issuance and sale to Purchaser of the Second Issuance Shares pursuant to this Agreement and Purchaser's acquisition of Common Stock pursuant to the Management Agreement (collectively, the "Purchaser Acquisitions"), and (ii) state that the Company is neutral with respect to or recommends the Offer.

  • All covenants and agreements contained in this Agreement (except to the extent the Second Issuance Agreements are terminated pursuant to Section 10) shall survive the First Closing Date and Second Closing Date in accordance with their terms.

  • Such termination by Genentech of the Agreement and the licenses hereunder does not discharge Connetics’ obligation to issue all of the Second Issuance Shares or to pay to Genentech the cash value of the Second Issuance Shares.

  • Notwithstanding any provision to the contrary in this Agreement, this covenant will survive any termination of this Agreement or the Second Issuance Agreements.

  • In the event that Connetics does not issue to Genentech all of the Second Issuance Shares or the cash value of the Second Issuance Shares, Genentech may, in addition to other remedies available to it by law or in equity, immediately terminate this Agreement and the licenses granted to Connetics hereunder.

  • At the Second Closing, the Company shall deliver to Purchaser one or more stock certificates evidencing the Second Issuance Shares registered in the name of Purchaser and Purchaser shall pay to the Company the purchase price for the Second Issuance Shares by check or wire transfer.


More Definitions of Second Issuance

Second Issuance has meaning set forth in Section 4.3(b).
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Second Issuance means an issuance of any shares of Series A Preferred Stock that occurs after the First Issuance Date.
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Second Issuance is defined in Section 2.
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Second Issuance means the issuance of up to $90,000,000 aggregate principal amount at maturity of Notes pursuant to the First Supplemental Indenture.
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Related to Second Issuance

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

  • Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

  • Make-Whole Acquisition means the occurrence, prior to any Conversion Date, of one of the following:

  • Share Repurchase means the purchase, repurchase, redemption or other acquisition by Borrower from any Person of any capital stock or other equity interest of Borrower.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Permitted Issuance means the issuance by the Company of (i) shares of Common Stock (A) offered to the public pursuant to a public offering, (B) upon conversion of any of the convertible securities issued by the Company and outstanding as of the Issuance Date, (C) in connection with any dividend or distribution to the holders of Common Stock, (D) upon exercise of any Options outstanding prior to the Issuance Date or thereafter issued pursuant to any stock option or warrants or pursuant to employee stock option or executive incentive ownership plans approved by a majority of the Board of Directors of the Company, or (E) issued in connection with any stock splits, reclassifications, recapitalizations or similar events, or (ii) any Options issued pursuant to any of the plans referred to in clause (i)(D) above.

  • Deemed Issuance means an issuance of Common Stock that shall be deemed to have occurred on the latest possible permitted date pursuant to the terms hereof or any applicable Warrant in the event Borrower fails to deliver Conversion Shares as and when required pursuant to Sections 3 or 8 of the Note or Warrant Shares (as defined in the Purchase Agreement) as and when required pursuant to the Warrant. For the avoidance of doubt, if Borrower has elected or is deemed under Section 8.3 to have elected to pay an Installment Amount in Installment Conversion Shares and fails to deliver such Installment Conversion Shares, such failure shall be considered a Deemed Issuance hereunder even if an Equity Conditions Failure exists at that time or other relevant date of determination.

  • Second Closing Date means the date of the Second Closing.

  • Incremental Facility Closing Date has the meaning set forth in Section 2.14(d).

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • reverse repurchase transactions means transactions whereby a Sub-Fund purchases Securities from a counterparty of Sale and Repurchase Transactions and agrees to sell such Securities back at an agreed price in the future.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Increased Facility Closing Date any Business Day designated as such in an Increased Facility Activation Notice.

  • Series Issuance Date means, with respect to any Series, the date on which the Notes of such Series are to be originally issued in accordance with Section 2.12 and the related Indenture Supplement.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Cash-Out Refinancing A Refinanced Mortgage Loan the proceeds of which were in excess of the principal balance of any existing first mortgage on the related Mortgaged Property and related closing costs, and were used to pay any such existing first mortgage, related closing costs and subordinate mortgages on the related Mortgaged Property.

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Excluded Issuance means an issuance and sale of Qualified Capital Stock of Holdings, to the extent such Qualified Capital Stock is used, or the Net Cash Proceeds thereof shall be, within 45 days of the consummation of such issuance and sale, used, without duplication, to finance Capital Expenditures or one or more Permitted Acquisitions.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

  • Loan Closing Date means the date upon which the Loan is made to the Company.