Series A Transaction definition

Series A Transaction means the purchase by the Series A Shareholders from the BVI Subsidiary and its then existing shareholders of 128,473 Series A Preferred Shares for an aggregate consideration of US$13,110,400 and related transactions.
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Series A Transaction means the purchase of the Series A Preferred Stock and Series A Warrants by the Series A Purchaser.
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Series A Transaction means the Series A Preferred Stock and Series A-1 Preferred Stock equity financing transaction of the Borrower from which Borrower receives at least $13,000,000 in net proceeds in the aggregate therefrom and which generally conforms to the material terms and conditions as disclosed by Borrower to Bank in writing prior to the date hereof.
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Examples of Series A Transaction in a sentence

  • Nothing contained in this Section 6(c) shall limit the rights of holders of the Series A Preferred Stock to convert the Series A Preferred Stock or to vote their shares of Series A Preferred Stock in connection with a Series A Transaction.

  • The Corporation shall give written notice to the holders of Series A Preferred Stock at least 20 Business Days prior to the date on which any Series A Transaction or similar transaction affecting the Corporation shall take place.

  • Failure to give such notice, or any defect therein, shall not affect the legality or validity of such Series A Transaction.

  • The Corporation shall not effect any such Series A Transaction unless prior to or simultaneously with the consummation thereof the surviving corporation or purchaser, as the case may be, shall assume by written instrument the obligation to deliver to each holder of shares of Series A Preferred Stock such shares of stock, securities or other property as, in accordance with the foregoing provisions, such holder is entitled to receive, and shall have delivered such assumption agreement to such holder.

  • The Assets included in the Accounts or acquired by the Group since the Accounts Date and all other Assets used or employed by the Group are the absolute property of the Group, subject only to Permitted Liens and a pledge by NJPV of its assets to the Company as part of the Series A Transaction.

  • The remaining Company Transaction Expenses shall be deducted from the Merger Consideration as follows: 50%, less $50,000 (the "Common Stock Transaction Expenses"), shall be deducted from the Common Stock Cash Consideration or the Substitute Common Stock Cash Consideration, as the case may be, and the remaining amount (the "Series A Transaction Expenses") shall be deducted from the Series A Cash Consideration or the Substitute Series A Cash Consideration, as the case may be.

  • Bank hereby confirms that the Equity Financing transactions referred to in the revised interest rate provision set forth Section 2 hereof and as additionally referred to in Section 3 hereof shall be considered part of the collective Series A Transaction, which is a permitted transaction, on a collective basis, under the Loan Agreement.

  • In June 2003, after internal preparation and review of a proposal relating to a Series A Transaction, senior management of Genencor submitted to each of Danisco and Eastman a proposal with respect to Genencor's possible redemption of the Series A Preferred Stock (the "1st Series A Proposal").

  • In July 2003, while Genencor, Danisco and Eastman were discussing a possible Series A Transaction, a third party strategic buyer expressed an interest in acquiring Genencor or an equity interest in Genencor, but did not submit any specific proposal at this time (the "July 2003 Expression of Interest").

  • The Company and its Subsidiaries shall have delivered to the Investor true and complete and fully executed copies of each of the Offering Documents, the Series A Transaction Documents, the Series B Transaction Documents, the Sino Top Acquisition Documents, the Debt Conversion Documents, the VIE Structure Documents and the SinoTop Beijing Documents and such other documents relating to the transactions contemplated by this Agreement as the Investor or his counsel may reasonably request.

Related to Series A Transaction

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

  • Financing Transaction means a transaction in which a licensed provider obtains financing from a financing entity including any secured or unsecured financing, any securitization transaction, or any securities offering which is either registered or exempt from registration under federal and state securities law.

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Financing Transactions means (a) the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party and (b) the initial borrowing of Loans hereunder and the use of the proceeds thereof.

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the Shareholders. Such term does not include:

  • Private Placement Transaction means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Void Transaction means any transaction wherein the transaction has taken place but has been cancelled /rejected /unsuccessful by the Alliance Partner.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Permitted Warrant Transaction means any call option, warrant or right to purchase (or substantively equivalent derivative transaction) on the Borrower’s or a Parent Company’s common equity sold by the Borrower or a Parent Company substantially concurrently with a related Permitted Bond Hedge Transaction.

  • securities financing transaction or 'SFT' means a repurchase transaction, a securities or commodities lending or borrowing transaction, or a margin lending transaction;

  • Co-Investment Transaction means any transaction in which one or more Regulated Funds (or its Wholly-Owned Investment Sub (defined below)) participated together with one or more Affiliated Funds and/or one or more other Regulated Funds in reliance on the Order.

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction or an event that, if consummated, would result in an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction, or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

  • Subsequent Transaction has the meaning set forth in Section 1.08.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Refinancing Transactions means the issuance and sale of the Notes pursuant to the Offering Memorandum, the incurrence of indebtedness on or about the Issue Date pursuant to any Credit Agreement and/or the repricing, refinancing, amendment, restatement or supplement, in whole or in part, of any Credit Agreement and the redemption (including any satisfaction and discharge in connection therewith) of all of the Company’s outstanding 7.875% Senior Notes due 2019 and the payment of fees and expenses in connection therewith.

  • Acquisition Transaction has the meaning set forth in Section 5.09(a).

  • Replacement Transaction means, with respect to any Terminated Transaction or group of Terminated Transactions, a transaction or group of transactions that (i) would have the effect of preserving for Party B the economic equivalent of any payment or delivery (whether the underlying obligation was absolute or contingent and assuming the satisfaction of each applicable condition precedent) by the parties under Section 2(a)(i) in respect of such Terminated Transaction or group of Terminated Transactions that would, but for the occurrence of the relevant Early Termination Date, have been required after that Date, and (ii) has terms which are substantially the same as this Agreement, including, without limitation, rating triggers, Regulation AB compliance, and credit support documentation, save for the exclusion of provisions relating to Transactions that are not Terminated Transaction, as determined by Party B in its sole discretion, acting in a commercially reasonable manner.

  • Company Acquisition Transaction means any transaction or series of transactions involving: