Tranche C Warrant definition

Tranche C Warrant means a warrant to purchase the number of shares of Series A-5 Preferred Stock determined by dividing (i) the product of (A) the number of shares issuable upon exercise of the Tranche B Warrant multiplied by (B) two (2) by (ii) one hundred and twenty-five percent (125%); provided that, (i) if the Tranche A Warrant is not exercised in full by the First Expiration Date and the Corporation announces receipt of FDA approval for Renazorb on or prior to December 31, 2024, then the number of shares of Series A-5 Preferred Stock issuable upon exercise of the Tranche C Warrant shall be reduced by fifty percent (50%) of the total number of shares of Series A-5 Preferred Stock underlying such Tranche C Warrant on the issuance date thereof and (ii) if the Tranche B Warrant is not exercised in full by the Second Expiration Date and the Corporation announces receipt of Transitional Drug Add-On Payment Adjustment approval for Renazorb on or prior to June 30, 2025, then the number of shares of Series A-5 Preferred Stock issuable upon exercise of the Tranche C Warrant shall be reduced by fifty percent (50%) of the total number of shares of Series A-5 Preferred Stock underlying such Tranche C Warrant on the issuance date thereof. The Tranche C Warrants shall have an exercise price equal to 125% of the exercise price of the Tranche B Warrant and shall expire on the Third Expiration Date.
Tranche C Warrant has the meaning set forth in the Recitals.
Tranche C Warrant means the Tranche C Warrant of the Company to acquire shares of Series A-3 Preferred Stock issued to the Holders pursuant to the Securities Purchase Agreement.

Examples of Tranche C Warrant in a sentence

  • This Tranche C Warrant Certificate shall not be valid for any purpose until it shall have been countersigned by the Warrant Agent.

  • The Warrant Agent shall not be responsible for any failure of GenTek to make any cash payment or to issue, transfer or deliver any shares of Common Stock or other securities or property upon the exercise of any Tranche C Warrant.

  • Each Warrant Certificate shall, when countersigned by the Warrant Agent, entitle the Holder thereof, subject to the provisions of this Agreement and such Warrant Certificate, to purchase one share of Common Stock (subject to adjustment as provided herein) for each Tranche C Warrant represented thereby at a cash purchase price (the "Exercise Price") of $71.11 per share (subject to adjustment as provided herein), payable in full at the time of purchase, subject to Section 3.03 herein.

  • Notwithstanding anything to the contrary contained in this Agreement, if the number of shares of Common Stock purchasable on the exercise of each Tranche C Warrant is adjusted pursuant to the provisions of Section 4.01, GenTek shall not be required to issue any fraction of a share of Common Stock or to distribute a certificate that evidences a fraction of a share of Common Stock upon any subsequent exercise of any Tranche C Warrant.

  • During the Term, the Holder may purchase _____ shares of Warrant Stock (the "Tranche C Warrant Stock") at an exercise price per share of Warrant Stock equal to $125.00.

  • This Tranche C Warrant Certificate may be exercised as to all or any whole number of the Tranche C Warrants evidenced hereby.

  • Payment of the Exercise Price shall be (a) made by the Holder in United States currency by delivery of a certified check or bank cashier's check payable to the order of GenTek, or by wire transfer of immediately available funds to an account designated by the Warrant Agent for the benefit of GenTek or (b) deemed made in the case of a cashless exercise in accordance with Section 3.03 of the Tranche C Warrant Agreement, all subject to the terms and conditions hereof and of the Tranche C Warrant Agreement.

  • As to any final fraction of a share which the same Holder of one or more Tranche C Warrants would otherwise be entitled to purchase upon exercise thereof in the same transaction, GenTek shall pay the cash value thereof determined as provided in the Tranche C Warrant Agreement.

  • The Tranche C Warrant Agreement is hereby incorporated herein by reference and made a part hereof.

  • The Company shall have delivered Underlying Shares upon conversion of the Tranche C Shares or exercise of the Tranche C Warrant and otherwise performed its obligations in accordance with the terms, conditions and timing requirements of the Series A Certificate of Designation and the other Transaction Documents.


More Definitions of Tranche C Warrant

Tranche C Warrant means a warrant to purchase shares of Series A-3 Preferred Stock at an exercise price of $1,000 per share of Series A-3 Preferred Stock.
Tranche C Warrant means the warrant issuable at the Tranche C Closing.
Tranche C Warrant has the meaning specified in the Preliminary Statements of this Agreement.

Related to Tranche C Warrant

  • Tranche C means the credit facility provided pursuant to Section 2.1 to or for the benefit of the Company by the Banks with a Tranche C Commitment, which such facility shall consist of Loans (and participations in Swingline Loans) in the currencies referenced under the heading “Tranche C” on Schedule 1.1 and shall be in the maximum aggregate amount of the Tranche C Commitments of such Banks, as adjusted from time to time pursuant to the terms hereof.

  • Tranche C Loan has the meaning specified in Section 2.01(c).

  • Tranche C Commitment means, as to each Lender, its obligation to (a) make Committed Loans to TFA pursuant to Section 2.1(c) and (b) purchase participations in Swing Line Loans, in an aggregate principal amount at any one time outstanding not to exceed the amount set forth opposite such Lender’s name on Schedule 2.1 as its “Tranche C Commitment” or in the Assignment and Assumption pursuant to which such Lender becomes a party hereto, as applicable, as such amount may be adjusted from time to time in accordance with this Agreement.

  • Tranche B Note means a promissory note of the Borrower payable to any Tranche B Lender and its registered assigns, delivered pursuant to a request made under Section 2.16 in substantially the form of Exhibit A-3 hereto, evidencing the aggregate indebtedness of the Borrower to such Lender resulting from the Tranche B Loans made by such Lender to the Borrower.

  • Tranche B Notes is defined in Section 1.

  • Tranche C Term Loan Commitment means the commitment of a Lender to make a Tranche C Term Loan to Company pursuant to subsection 2.1A(iii), and "Tranche C Term Loan Commitments" means such commitments of all Lenders in the aggregate.

  • Tranche B Loan has the meaning specified in Section 2.01(b).

  • Tranche B has the meaning assigned in Section 2.1(c)(i).

  • Tranche B Commitment means, with respect to each Lender, the commitment, if any, of such Lender to make a Tranche B Term Loan hereunder on the Effective Date, expressed as an amount representing the maximum principal amount of the Tranche B Term Loan to be made by such Lender hereunder, as such commitment may be (a) reduced from time to time pursuant to Section 2.08 and (b) reduced or increased from time to time pursuant to assignments by or to such Lender pursuant to Section 9.04. The initial amount of each Lender’s Tranche B Commitment is set forth on Schedule 2.01 or in the Assignment and Assumption pursuant to which such Lender shall have assumed its Tranche B Commitment, as the case may be. The initial aggregate amount of the Lenders’ Tranche B Commitments is $750,000,000.

  • Tranche B Term Commitment as to any Tranche B Term Lender, the obligation of such Tranche B Term Lender to make an Initial Tranche B Term Loan to the Borrower in the principal amount set forth under the heading “Tranche B Term Commitment” opposite such Tranche B Term Lender’s name on Schedule 2.1 to this Agreement. The aggregate principal amount of the Tranche B Term Commitments as of the Closing Date is $1,025,000,000.

  • Tranche C Term Loan as defined in Section 2.1.

  • Tranche B Loans means loans made pursuant to Section 2.1(a)(ii).

  • Tranche C Lender means a Lender with a Tranche C Commitment or an outstanding Tranche C Term Loan.

  • Tranche B Term Loan Commitment means, with respect to each Lender, the commitment, if any, of such Lender to make a Tranche B Term Loan to the Borrower hereunder in a principal amount equal to the amount set forth on Schedule 1.01(b) (or in the case of any Continuing Tranche B Term Loan Lender, the amount of its Existing Tranche B Term Loan continued as a Tranche B Term Loans (as specified in its Term Loan Lender Addendum) pursuant to Section 2.01(b)(i).

  • Tranche B Maturity Date means May 8, 2009, or, if such day is not a Business Day, the next preceding Business Day.

  • Tranche A Commitment means, with respect to each Lender, the -------------------- commitment, if any, of such Lender to make Tranche A Term Loans hereunder, expressed as an amount representing the maximum principal amount of the Tranche A Term Loans to be made by such Lender hereunder, as such commitment may be (a) reduced from time to time pursuant to Section 2.06 and (b) reduced or increased from time to time pursuant to assignments by or to such Lender pursuant to Section 9.04. The initial amount of each Lender's Tranche A Commitment is set forth on Schedule 2.01, or in the Assignment and Acceptance pursuant to which such Lender shall have assumed its Tranche A Commitment, as applicable. The initial aggregate amount of the Lenders' Tranche A Commitments is $175,000,000.

  • Tranche B Advance has the meaning specified in Section 2.01(b).

  • Tranche B Term Loan Lender each Lender that has a Tranche B Term Loan Commitment or is the holder of a Tranche B Term Loan.

  • Tranche A has the meaning assigned in Section 2.1(c)(i).

  • Tranche the collective reference to Eurodollar Loans the then current Interest Periods with respect to all of which begin on the same date and end on the same later date (whether or not such Loans shall originally have been made on the same day).

  • Tranche B Term Note shall have the meaning provided in Section 1.05(a).

  • Tranche B Term Lender means a Lender with a Tranche B Term Commitment or an outstanding Tranche B Term Loan.

  • Tranche A Term Loan Commitment means the commitment of a Lender to make or otherwise fund the Tranche A Term Loan and “Tranche A Term Loan Commitments” means such commitments of all Lenders in the aggregate. The amount of the Tranche A Term Loan Commitments as of the Closing Date is $5,000,000.

  • Tranche A Term Commitment as to any Lender, the obligation of such Lender, if any, to make a Tranche A Term Loan to the Borrower on the Incremental Facilities Closing Date in a principal amount not to exceed the amount set forth under the heading “Tranche A Term Commitment” opposite such Lender’s name on Schedule 1.1A. The original aggregate amount of the Tranche A Term Commitments is $20,000,000.

  • Tranche A Note means a promissory note of the Borrower payable to the order of any Tranche A Bank, in substantially the form of Exhibit A-1 hereto, evidencing the aggregate indebtedness of the Borrower to such Tranche A Bank resulting from Tranche A Advances.

  • L/C Commitment Amount has the meaning given to that term in Section 2.3.(a).