Status of Securities definition

Status of Securities. As of the Closing, the Securities acquired pursuant to this Agreement will be duly classified pursuant to applicable provisions of the Company’s charter documents and the Florida Business Corporation Act and such Securities, including the Warrant Shares will be, when issued, duly authorized by all necessary corporate action on the part of the Company, validly issued, fully paid and nonassessable and issued in compliance with all applicable federal and state securities laws and will not be subject to preemptive rights of any other Person, and will be free and clear of all Liens, except restrictions imposed by the Securities Act, Section 5.07 and any applicable securities Laws.
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Status of Securities. The Acquisition Note and the Warrants will be "restricted securities" under the Securities Act of 1933, as amended, and will be subject to certain restrictions on transfer.
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Examples of Status of Securities in a sentence

  • Such advice has formed the basis for the description of material federal income tax consequences for holders of the Securities that appears under the headings "Summary of Prospectus--Tax Status of Securities" and "Federal Income Tax Consequences" in the Prospectus and under the headings "Summary--Federal Income Tax Consequences" and "Federal Income Tax Consequences" in the form of Prospectus Supplement.

  • Accordingly, the issue of Related Party Securities to the Related Parties (or their nominees) will not be included in the use of the Company’s 15% annual placement capacity pursuant to ASX Listing Rule 7.1. (h) Status of Securities The Shares issued to the Directors will be fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares.

  • During the 3 or 4 nights following the full moon and only in the few hours immediately after high tide, grunion use waves to swim as high up onto the beach as possible and dig themselves into the sand to spawn.

  • Unrealized Gains (Losses) of market value available securities・・・・6《Reference》 Status of Securities Portfolio・・・・75.

  • Status of Securities: The Securities of each Series will be secured, limited recourse obligations of the Issuer, ranking pari passu without any preference among themselves (unless otherwise specified in the relevant Product Conditions) and secured in the manner described in "General Conditions".

  • Status of Securities..............................................

  • STATUS (§ 2) Status of Securities Unsubordinated Ranking of Unsubordinated Securities Preferred Eligible Liabilities Format Not applicable 5.

  • Status of Securities to be Issued Pursuant to the Plan.......................24 ARTICLE XV.

  • Net Unrealized Gains (Losses) on Securities・・・・6《Reference》 Status of Securities Portfolio・・・・75.

  • Unrealized Gains (Losses) on Securities・・・・6《Reference》 Status of Securities Portfolio・・・・75.

Related to Status of Securities

  • Series of Securities means each series of debentures, notes or other debt instruments of the Company created pursuant to Sections 2.1 and 2.2 hereof.

  • Series of Secured Debt means, severally, each Series of Priority Lien Debt and each Series of Parity Lien Debt.

  • holder of Securities “registered holder”, or other similar term, means the Person or Persons in whose name or names a particular Security is registered on the Security Register kept for that purpose in accordance with the terms of this Indenture.

  • Spin-Off Securities means equity share capital of an entity other than the Issuer or options, warrants or other rights to subscribe for or purchase equity share capital of an entity other than the Issuer.

  • Breach of Security means the occurrence of unauthorised access to or use of the Premises, the Services, the Contractor system or any ICT or data (including the Authority’s Data) used by the Authority or the Contractor in connection with this Contract.

  • Maximum Number of Securities shall have the meaning given in subsection 2.1.4.

  • Federal Securities means: (a) any direct general obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America), for which the full faith and credit of the United States of America are pledged; (b) obligations of any agency, department or instrumentality of the United States of America, the timely payment of principal and interest on which are directly or indirectly secured or guaranteed by the full faith and credit of the United States of America.

  • Registered Securities will have the same meaning as set forth in the Purchase Agreement.

  • 2019 Notes has the meaning set forth in the definition of “2018 Exchange Offers”.

  • Holders of Secured Obligations means the holders of the Secured Obligations from time to time and shall include their respective successors, transferees and assigns.

  • Hybrid Preferred Securities means any preferred securities issued by a Hybrid Preferred Securities Subsidiary, where such preferred securities have the following characteristics:

  • Debt Securities has the meaning stated in the first recital of this Indenture and more particularly means any debt security or debt securities, as the case may be, of any series authenticated and delivered under this Indenture.

  • Hybrid Preferred Securities Subsidiary means any Delaware business trust (or similar entity) (i) all of the common equity interest of which is owned (either directly or indirectly through one or more wholly-owned Subsidiaries of the Company) at all times by the Company or a wholly-owned direct or indirect Subsidiary of the Company, (ii) that has been formed for the purpose of issuing Hybrid Preferred Securities and (iii) substantially all of the assets of which consist at all times solely of Junior Subordinated Debt issued by the Company or a wholly-owned direct or indirect Subsidiary of the Company (as the case may be) and payments made from time to time on such Junior Subordinated Debt.

  • Subsidiary Guarantees means the guarantees of each Subsidiary Guarantor as provided in Article Thirteen.

  • Bearer Securities has the meaning given to it in Condition 2.

  • 2021 Notes means the 4.700% Senior Notes due 2021, originally issued by Ensco plc (now Valaris), a public limited company organized under the laws of England and Wales.

  • 2023 Notes means the 6 7/8% Notes due 2023 issued by NTL pursuant to the 1988 Indenture.

  • Series of Notes means the Notes and the Series of Notes secured by this Agreement as the same exist on the Effective Date, without giving effect to any amendments or modifications to said Notes or Series of Notes effected or made after any such Effective Date unless such amendments or modifications to said Notes or Series of Notes have been consented to in writing by Principal Life.

  • Unregistered Securities The meaning specified in Section 5.17(c).

  • Series or “Series of Securities” means each series of debentures, notes or other debt instruments of the Company created pursuant to Sections 2.1 and 2.2 hereof.

  • Debt Security Register has the meaning specified in Section 2.05.

  • Trust Preferred Securities any preferred securities issued by a Trust Preferred Securities Subsidiary, where such preferred securities have the following characteristics:

  • Subordinated Securities means Securities that by the terms established pursuant to Subsection 2.3(9) are subordinated in right of payment to Senior Indebtedness of the Issuer.

  • 2024 Notes means the 7.000% Senior Notes due 2024, issued pursuant to the 2024 Indenture.

  • Existing Subordinated Notes means any instrument or loan issued or incurred before 1 January 2013, whether publicly or privately placed, ranking or expressed to be ranking pari passu with all other subordinated obligations (except for those subordinated obligations expressed by their terms to rank junior), provided that should any such Existing Subordinated Notes be amended in any way (contractually or by statute) which would result in allowing the Issuer to issue subordinated notes ranking senior thereto, then such Subordinated Notes would be deemed to no longer constitute an Existing Subordinated Note. As a result, in the event of liquidation or bankruptcy of the Issuer or in the event of a Moratorium (as defined in Condition 3 of the Conditions of the Notes) with respect to the Issuer, the claims of the holders of the Subordinated Notes ("Subordinated Noteholders") against the Issuer will be:

  • 2018 Notes means the Company’s 7.75% Senior Subordinated Notes due 2018 issued under the Indenture dated December 14, 2010 among the Company, Holdings and the subsidiary guarantors from time to time party thereto and The Bank of New York Mellon Trust Company, N.A., as Trustee.