ACQUISITION FOR INVESTMENT definition

ACQUISITION FOR INVESTMENT. SOPHISTICATION: SOURCE OF FUNDS. (i) WAI is acquiring the Shares for its own account for the purpose of investment and not with a view to or for sale in connection with any distribution thereof, and WAI has no present intention or plan to effect any distribution of Shares. WAI understands that the Company will offer and sell the Shares to WAI pursuant to the exemption from registration under the Securities Act contained in Rule 506 of Regulation D promulgated thereunder. WAI is an "accredited investor" as defined in Regulation D and is able to bear the economic risk of acquisition of the Shares, can afford to sustain a total loss on such investment and has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risk of the proposed investment. WAI has received copies of all of the periodic reports filed with the Securities and Exchange Commission (the "COMMISSION") since December 31, 1997, pursuant to Section 13 of the Securities Exchange Act of 1934, as amended and the Company's Registration Statement on Form S-3 (Reg. No. 333-52977) as filed with the Commission on June 1, 1998 (collectively the "DISCLOSURE DOCUMENTS") and has been furnished the opportunity to ask questions of and receive answers from representatives of the Company concerning the Disclosure Documents and the business and financial affairs of the Company. (ii) WAI understands that the Shares and the common stock to be issued upon conversion thereof (the "CONVERSION STOCK") have not been registered under the Securities Act or applicable state securities laws and agrees not to sell, pledge or otherwise transfer any of the Shares or in the absence of such registration or an opinion of counsel reasonably satisfactory to the Company that such registration is not required. WAI acknowledges that the Company is not required to register the Shares or the Conversion Stock.
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Related to ACQUISITION FOR INVESTMENT

  • Investment Canada Act means the Investment Canada Act (Canada).

  • Qualified equity investment means any equity investment in, or long-term debt security issued by, a qualified community development entity that:

  • Canadian Investment Manager designation means the designation earned through the Canadian investment manager program prepared and administered by CSI Global Education Inc. and so named on the day this Instrument comes into force, and every program that preceded that program, or succeeded that program, that does not have a significantly reduced scope and content when compared to the scope and content of the first-mentioned program;

  • Nonpurpose Investment means any investment property (as defined in Section 148(b) of the Code) that is acquired with the Gross Proceeds of the Funding Loan and which is not acquired to carry out the governmental purpose of the Funding Loan.

  • Investment is any beneficial ownership interest in any Person (including stock, partnership interest or other securities), and any loan, advance or capital contribution to any Person.