Second Tranche Warrant definition

Second Tranche Warrant means those Warrants issued for ---------------------- an initial aggregate of 584,597 Warrant Shares by the Company on the date hereof pursuant to the Second Tranche Warrant Certificates.
Sample 1
Second Tranche Warrant means a warrant, substantially in the form attached hereto as Exhibit B, to purchase a number of shares of Common Stock equal to the quotient obtained by dividing (i) the product of (A) 0.3 and (B) the Second Tranche Note Amount by (ii) the Second Tranche Conversion Price, rounded to the nearest whole number, at a price per share initially equal to the Second Tranche Conversion Price.
Sample 1
Second Tranche Warrant means that certain Warrant, dated as of the date hereof, by and between the Borrower and the Lender, providing for, among other things, Xxxxxx’s right to purchase 8,222,787 shares of common stock, par value $0.001 per share, of the Borrower. “Section 6.01 Financials” means the financial statements delivered, or required to be delivered, pursuant to Section 6.01(a) or 6.01(b) together with the accompanying officer’s certificate delivered, or required to be delivered, pursuant to Section 6.02(a). “Secured Parties” means, collectively, the Lender and the beneficiaries of each indemnification obligation undertaken by any Loan Party under any Loan Document. “Security Agreement” means, collectively, the Security Agreement dated as of the date hereof, executed by the Loan Parties, substantially in the form of Exhibit F, together with each other security agreement and security agreement supplement executed and delivered pursuant to Section 6.12. “Security Agreement Supplement” has the meaning specified in the Security Agreement. “Semi-Annual Period” means, as of the date of any determination under this Agreement, the two (2) consecutive fiscal quarters of the Borrower then last ended. “Senior Representative” means, with respect to any series of Indebtedness, the trustee, Xxxxxx, collateral agent, security agent or similar agent under the indenture or agreement pursuant to which such Indebtedness is issued, incurred or otherwise obtained, as the case may be, and each of their successors in such capacities. “Solvent” means, with respect to the Borrower and its Subsidiaries on a consolidated basis on any date of determination, that on such date (it being agreed that any such determination on the Closing Date shall be after giving effect to the Transactions) (a) the fair value of the assets of the Borrower and its Subsidiaries on a consolidated basis, exceeds the debts and liabilities, direct, subordinated, contingent or otherwise, of the Borrower and its Subsidiaries on a consolidated basis; (b) the present fair saleable value of the property of the Borrower and its Subsidiaries on a consolidated basis will be greater than the amount that will be required to pay the probable liability of the Borrower and its Subsidiaries on a consolidated basis on their debts and other liabilities, direct, subordinated, contingent or otherwise, as such debts and other liabilities become absolute and matured; (c) the Borrower and its Subsidiaries on a consolidated basis will be able t...
Sample 1

Examples of Second Tranche Warrant in a sentence

  • Upon the receipt of such certification by the Secretary of the Company, each Second Tranche Warrant Certificate shall automatically represent 50.5% of the Warrants indicated on the first page of the Second Tranche Warrant Certificate (as adjusted from time to time as provided therein).

  • Upon the receipt of such certification by the Secretary of the Company, each Second Tranche Warrant Certificate shall automatically be cancelled.

  • Subject to the terms and conditions of this Warrant, the Holder may exercise this Warrant in whole or in part, at any time or from time to time, on any Business Day before the applicable Termination Date, for up to that number of Warrant Shares purchasable hereunder; provided, that this Warrant may not be exercised with respect to any Second Tranche Warrant Shares unless the Second Tranche Exercise Condition is satisfied.

  • TheSecond Tranche Shares (or the Second Tranche Pre-Funded Warrant Shares underlying a Pre-Funded Warrant issued in lieu of all or any portion thereof) and the Second Tranche Warrant Shares have been duly authorized and, if and when issued in accordance with the terms of the SPA (or the applicable Pre-Funded Warrant issued in lieu of the Second Tranche Shares) and the applicable Warrant, respectively, against payment therefor, will be legally issued, fully paid and non-assessable.

  • The Second Tranche Warrant shall otherwise be substantially in the form of the Exchange Warrant, as amended pursuant to Section 2.5 of this Agreement.

  • The Second Tranche Warrant shall otherwise be substantially in the form of the Original Warrant.

  • Upon the terms and subject to the conditions set forth in the Purchase Agreement, the Purchaser has (i) made an investment in the Company at the First Tranche Closing by acquiring the First Tranche Note and the First Tranche Warrant; and (ii) agreed to make a further investment in the Company at the Second Tranche Closing by acquiring the Second Tranche Warrant and, unless a Company Option Event occurs, the Second Tranche Note.

  • Upon the terms and subject to the conditions set forth in the Purchase Agreement, the Purchaser has (i) made an investment in the Company at the First Tranche Closing by acquiring the First Tranche Note, the First Tranche Warrant and the First Tranche Common Shares; and (ii) agreed to make a further investment in the Company at the Second Tranche Closing by acquiring the Second Tranche Warrant and, unless a Company Option Event occurs, the Second Tranche Note.

  • The Company hereby agrees to use commercially reasonable best efforts to maintain the listing or quotation of its Common Stock on the Trading Market on which it is currently listed, and concurrently with the Closing, the Company shall apply to list or quote all of the Common Shares, the First Tranche Warrant Common Shares and the Second Tranche Warrant Common Shares (collectively, the “Listed Shares”) on such Trading Market and promptly secure the listing of all of the Listed Shares on such Trading Market.

  • The Common Shares, Preferred Shares, First Tranche Warrants and Second Tranche Warrants are intended to be treated for U.S. federal income tax purposes as an investment unit consisting of 2,253,000 shares of Common Stock, 13,997 shares of Preferred Stock, First Tranche Warrants to initially acquire an aggregate of up to 8,125 First Tranche Warrant Preferred Shares and Second Tranche Warrants to initially acquire an aggregate of up to 8,125 Second Tranche Warrant Preferred Shares.


More Definitions of Second Tranche Warrant

Second Tranche Warrant will have the meaning ascribed to it in the Secured Promissory Note.
Sample 1
Second Tranche Warrant means a detachable warrant to acquire shares of Common Stock in the form attached as Exhibit F to the First Amendment.
Sample 1
Second Tranche Warrant has the meaning set forth in Section 2.2(B).
Sample 1
Second Tranche Warrant means a warrant to purchase one share of Common Stock at $0.55 per share exercisable immediately upon issuance through December 31, 2017, and subject to the terms and conditions of the form of Warrant attached hereto as Exhibit B.
Sample 1

Related to Second Tranche Warrant

  • Second Tranche means the amount of the Financing allocated to the category entitled “Second Tranche” in the table set forth in Part B of Section II of Schedule 1 to this Agreement.

  • Existing Warrants means any warrants to purchase Common Stock outstanding on the date of this Agreement.

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

  • Note Shares means the shares of Common Stock issuable upon conversion of a Note, including any outstanding principal and accrued interest.

  • Series D Warrants means, collectively, the Series D Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to 5 years, in the form of Exhibit C attached hereto

  • Series C Warrants means, collectively, the Series C Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to 9 months, in the form of Exhibit A attached hereto.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • Class B Warrants means, collectively, the Common Stock purchase warrants in the form of Exhibit C attached hereto delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which warrants shall be exercisable immediately and have a term of exercise equal to one year.

  • VWAP Purchase Share Percentage means, with respect to any particular VWAP Purchase Notice pursuant to Section 1(c) hereof, the percentage set forth in the VWAP Purchase Notice which the Buyer will be required to buy as a specified percentage of the aggregate shares traded on the Principal Market during normal trading hours up to the VWAP Purchase Share Volume Maximum on the VWAP Purchase Date subject to Section 1(c) hereof but in no event shall this percentage exceed thirty percent (30%) of such VWAP Purchase Date’s share trading volume of the Common Stock on the Principal Market during normal trading hours.

  • SPAC Warrants means the SPAC Public Warrants and the SPAC Private Placement Warrants.

  • First Tranche means the amount of the Loan allocated to the category entitled “First Tranche” in the table set forth in Part B of Section II of Schedule 1 to this Agreement.

  • Accelerated Purchase Share Percentage means, with respect to an Accelerated Purchase made pursuant to Section 2(b) hereof, thirty percent (30%).

  • Series A Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately from the Closing Date and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Commitment Shares shall have the meaning set forth in Section 12.04.

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Company Convertible Notes means the convertible notes issued by the Company pursuant to the convertible note purchase agreement by and among the Company, PA Grand Opportunity Limited and other investors named therein dated June 6, 2016, as amended on June 13, 2016.

  • Existing Convertible Notes means any convertible notes or other convertible debt securities of the Company outstanding on the date of this Agreement.

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • Accelerated Purchase Share Amount means, with respect to an Accelerated Purchase made pursuant to Section 2(b) hereof, the number of Purchase Shares directed by the Company to be purchased by the Investor in an Accelerated Purchase Notice, which number of Purchase Shares shall not exceed the lesser of (i) 300% of the number of Purchase Shares directed by the Company to be purchased by the Investor pursuant to the corresponding Regular Purchase Notice for the corresponding Regular Purchase referred to in clause (i) of the second sentence of Section 2(b) hereof (subject to the Purchase Share limitations contained in Section 2(a) hereof) and (ii) an amount equal to (A) the Accelerated Purchase Share Percentage multiplied by (B) the total number (or volume) of shares of Common Stock traded on the Principal Market during the period on the applicable Accelerated Purchase Date beginning at the Accelerated Purchase Commencement Time for such Accelerated Purchase and ending at the Accelerated Purchase Termination Time for such Accelerated Purchase.

  • Investor Warrants has the meaning given it in the recitals of this Agreement.

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.

  • Qualifying Warrants means net share settled warrants to purchase Common Stock that have an exercise price greater than the current Market Value of the issuer’s Common Stock as of their date of issuance, that do not entitle the issuer to redeem for cash and the holders of such warrants are not entitled to require the issuer to repurchase for cash in any circumstance.

  • Additional Accelerated Purchase Share Percentage means, with respect to an Additional Accelerated Purchase made pursuant to Section 2(c) hereof, thirty percent (30%).

  • Purchase Shares has the meaning set forth in Section 2.1.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.