Redemption Securities means any debt or equity securities of the Corporation, any Subsidiary or any other corporation or other entity, or any combination thereof, having such terms and conditions as shall be approved by the Board of Directors and which, together with any cash to be paid as part of the redemption price, in the opinion of any nationally recognized investment banking firm selected by the Board of Directors (which may be a firm which provides other investment banking, brokerage or other services to the Corporation), has a value, at the time notice of redemption is given pursuant to paragraph (d) of this Section 5, at least equal to the Fair Market Value of the shares to be redeemed pursuant to this Section 5 (assuming, in the case of Redemption Securities to be publicly traded, such Redemption Securities were fully distributed and subject only to normal trading activity).
Offered Securities shall have the meaning specified in Section 5.03(b)(ii)(B).
Underwritten Offering Notice has the meaning set forth in Section 2(b).
Shelf Offering has the meaning set forth in Section 1(d)(i).
Conversion Securities has the meaning set forth in Section 4.08(b).
Offering shall have the meaning ascribed to such term in Section 2.1(c).
Qualified Offering in Section 1.1 of the Securities Purchase Agreements is deleted and replaced with the following:
Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.
Underwritten Offering means a Registration in which securities of the Company are sold to an Underwriter in a firm commitment underwriting for distribution to the public.
Private Offering means the private offering of Preferred Stock pursuant to the Memorandum.
Pending Underwritten Offering means, with respect to any Holder forfeiting its rights pursuant to this Section 4.5(l), any underwritten offering of Registrable Securities in which such Holder has advised the Company of its intent to register its Registrable Securities either pursuant to Section 4.5(a)(ii) or 4.5(a)(iv) prior to the date of such Holder’s forfeiture.
Underwritten Demand shall have the meaning given in subsection 2.1.3 of this Agreement.
Subsequent Offering means any further issuance of Interests in any Series, excluding any Initial Offering or Transfer.
Underwritten Registration or Underwritten Offering A registration in which securities of the Company are sold to an underwriter for reoffering to the public.