Alternative Equity Financing definition

Alternative Equity Financing means the Company raising, or receiving binding commitments to fund, a total of $250,000,000 or more in equity or convertible debt financing, in one or more related or unrelated transactions, from persons other than BOC YAC Funding LLC or its affiliates (and excluding the sale of the Units in any Closing); and (b) “Warrant Issuance Period” means the period beginning on the date of the Initial Closing and ending on the earliest of: (i) the one-year anniversary of the date of the date hereof, (ii) Yellowstone Acquisition Company entering into an agreement in respect of, or announcing, a business combination with a Person other than the Company in lieu of proceeding with a business combination with the Company, (iii) the closing of a merger or other business combination involving a special purpose acquisition company (including through an Up-C structure) listed on the New York Stock Exchange or NASDAQ Stock Market involving the Company and Yellowstone Acquisition Company or other special purpose acquisition company sponsored by Boston Omaha Corporation or any affiliate of Boston Omaha Corporation (a “Yellowstone SPAC Merger”), and (iv) if the Business Combination Agreement or a merger agreement or other definitive business combination agreement with respect to a Yellowstone SPAC Merger is entered into, the termination or expiration of such agreement for any reason other than a material and willful breach by the Company or the determination of the Company to accept a superior proposal or otherwise not approve the business combination. Upon the issuance of the Alternative Equity Financing Warrants, the Company shall update its books and records (including the Schedule of Members in the Operating Agreement) to reflect the issuance and delivery of such Alternative Equity Financing Warrants to BOC YAC Funding LLC. The provisions of this Section 5.3 shall survive any termination of this Agreement.
Sample 1Sample 2
Alternative Equity Financing means an equity financing of the Company subsequent to the Purchase Date that does not qualify as a Qualified Equity Financing.
Sample 1Sample 2
Alternative Equity Financing has the meaning ascribed to it in Section 6.11(a).
Sample 1

Examples of Alternative Equity Financing in a sentence

  • If an Alternative Equity Financing occurs during the Warrant Issuance Period, then the Company shall issue to BOC YAC Funding LLC Alternative Equity Financing Warrants within fifteen (15) days following the initial closing of such Alternative Equity Financing.

  • Upon the issuance of the Alternative Equity Financing Warrants, the Company shall update its books and records (including the Schedule of Members in the Operating Agreement) to reflect the issuance and delivery of such Alternative Equity Financing Warrants to BOC YAC Funding LLC.

  • The person in whose name the certificate or certificates for Alternative Equity Financing Stock or Future Preferred Stock, as applicable, are to be issued shall be deemed to have become a holder of record of such Alternative Equity Financing Stock or Future Preferred Stock, as applicable, on the Conversion Date.

  • Until such time as a holder of shares of Series D Preferred Stock shall surrender his or its certificates therefore as provided above, such certificates shall be deemed to represent the shares of Alternative Equity Financing Stock or Future Preferred Stock, as applicable, to which such holder shall be entitled upon the surrender thereof.

  • Terawatt hereby waives all rights it has with respect to the Alternative Equity Financing under Section 5.06 of the Stock Purchase Agreement.

  • Each holder may then give the Company notice of its desire to exercise its optional conversion rights by giving written notice (a "Desire to Convert Notice") that the holder desires to convert its shares of Series D Preferred Stock into Alternative Equity Financing Stock or Future Preferred Stock, as applicable.

  • As soon as commercially practicable following either the consummation of an Alternative Equity Financing or the final determination of the fair market value of a share of Future Preferred Stock pursuant to subsection (e), the Company shall provide notice (the "Optional Conversion Notice") to each holder of Series D Preferred Stock of such event.

  • February 2, 2004 and March 1, 2004, respectively (an "UNSOLICITED PROPOSAL"), and (c) only if the Board of Directors of the Company provides written certification to Investor that the Alternative Equity Financing Proposal is an Unsolicited Proposal.

  • As soon as commercially practicable following either the consummation of an Alternative Equity Financing or the final determination of the fair market value of a share of Future Preferred Stock pursuant to subsection (e), the Company shall provide notice (the "OPTIONAL CONVERSION NOTICE") to each holder of Series D Preferred Stock of such event.

  • Each holder may then give the Company notice of its desire to exercise its optional conversion rights by giving written notice (a "DESIRE TO CONVERT NOTICE") that the holder desires to convert its shares of Series D Preferred Stock into Alternative Equity Financing Stock or Future Preferred Stock, as applicable.

Related to Alternative Equity Financing

  • Next Equity Financing means the next sale (or series of related sales) by the Company of its Preferred Stock following the Date of Issuance from which the Company receives gross proceeds of not less than $1,000,000 (excluding the aggregate amount of securities converted into Preferred Stock in connection with such sale (or series of related sales)).

  • Equity Financing means the next sale (or series of related sales) by the Company of its Equity Securities to one or more third parties following the date of this instrument from which the Company receives gross proceeds of not less than $1,000,000 cash or cash equivalent (excluding the conversion of any instruments convertible into or exercisable or exchangeable for Capital Stock, such as SAFEs or convertible promissory notes) with the principal purpose of raising capital.

  • Alternative Financing has the meaning set forth in Section 5.14(b).

  • Qualified Equity Financing means the first sale (or series of related sales) by the Company of its Preferred Stock following the Date of Issuance from which the Company receives gross proceeds of not less than $1,000,000 (excluding the aggregate amount of securities converted into Preferred Stock in connection with such sale or series of related sales).

  • First Equity Financing Price means (x) if the pre-money valuation of the Company immediately prior to the First Equity Financing is less than or equal to the Valuation Cap, the lowest price per share of the Equity Securities sold in the First Equity Financing or (y) if the pre-money valuation of the Company immediately prior to the First Equity Financing is greater than the Valuation Cap, the SAFE Price.

  • Alternative Investment Vehicle means an entity created in accordance with the Operative Documents of a Borrower to make investments and that has the right to call on Capital Commitments directly from Investors.

  • Equity Contribution has the meaning assigned to such term in the Recitals to this Agreement.

  • Shares Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such; provided that, if such Person is determined not to have become an Acquiring Person pursuant to Section 1(a) hereof, then no Shares Acquisition Date shall be deemed to have occurred.

  • Exit Financing means the financing under the Exit Facility.

  • PIPE Investment Amount means the aggregate gross purchase price received by Acquiror prior to or substantially concurrently with Closing for the shares in the PIPE Investment.

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

  • Alternative Investments means investments in the said State which are within the ability and competence of the Company or of corporations which are related to the Company for the purposes of the Companies (Western Australia) Code and which are approved by the Minister from time to time as alternative investments for the purpose of this Agreement (which approval shall not be unreasonably withheld in the case of an investment which would add value or facilitate the addition of value, beyond mining, to the mineral resources of the said State); ”;

  • Limited Condition Acquisition means any acquisition, including by way of merger, by the Borrower or one or more of its Restricted Subsidiaries permitted pursuant to this Agreement whose consummation is not conditioned upon the availability of, or on obtaining, third party financing.

  • Specified Equity Contribution means any cash contribution to the common equity of Holdings and/or any purchase or investment in an Equity Interest of Holdings other than Disqualified Equity Interests.

  • Investment Amount means the dollar amount to be invested by Investor to purchase Put Shares with respect to any Put as notified by the Company to Investor in accordance with Section 2.2.

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

  • Equity Investment means (i) an Equity Security; and (ii) an ownership interest in any company or other entity, any membership interest that includes a voting right in any company or other entity, any interest in real estate; and any investment or transaction which in substance falls into any of these categories even though it may be structured as some other form of investment or transaction.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Alternative investment means an investment in a private equity fund, venture fund, hedge fund, or absolute return fund.

  • Available Equity Amount means a cumulative amount equal to (without duplication):

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Net Equity Proceeds means an amount equal to any Cash proceeds from the issuance of any Equity Interests of Holdings or any of its Subsidiaries (other than pursuant to any employee stock or stock option compensation plan), net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

  • Incremental Facility Closing Date has the meaning set forth in Section 2.14(d).

  • Special Purpose Financing means any financing or refinancing of assets consisting of or including Receivables of the Company or any Restricted Subsidiary that have been transferred to a Special Purpose Entity or made subject to a Lien in a Financing Disposition.