Bridge Units definition

Bridge Units means an aggregate number of additional New Participating Preferred Units equal to the Fully Diluted Unit Number, multiplied by a fraction (i) the numerator of which is equal to the aggregate principal amount outstanding under the Bridge Facility as of immediately prior to the Effective Date and (ii) the denominator of which is equal to the Equity Value.
Bridge Units has the meaning set forth in Section 2.01(b).

Examples of Bridge Units in a sentence

  • Presently, the Parent Company is contemplating a Series B Preferred Unit financing in three tranches, with up to $19.9 million of Series B Preferred Units to be issued in the aggregate for all three tranches (by conversion of outstanding Parent Company Bridge Units or in exchange for cash).

  • The Subscriber represents that the Notes and Warrants comprising his Bridge Units are being purchased for its own account, for investment and not for distribution or resale to others.

  • The purchase price for the Bridge Units (less the Closing Fee) is payable by delivery of a certified or bank check made payable to the Company, or by wire transfer to an account designated by the Company, contemporaneously with the execution and delivery of this Subscription Agreement.

  • The Subscriber acknowledges that it must retain his own professional advisors to evaluate the tax and other consequences of an investment in the Bridge Units.

  • Upon the execution and delivery of this Subscription Agreement by each Subscriber, this Subscription Agreement shall become a binding obligation of each Subscriber with respect to the purchase of the Bridge Units as herein provided; subject, however, to the right hereby reserved to the Company to enter into the same agreements with other subscribers and to add and/or to delete other persons as subscribers.

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  • No sale of Shares and/or Bridge Units will be consummated unless the gross proceeds from the sale of the Shares and/or Bridge Units by the Placement Agreement shall be not less than the Minimum Share Offering Amount and/or the Minimum Bridge Unit Amount, respectively (subject to the right of the Company to accept greater amounts).

  • The Bridge Units will be offered and sold pursuant to the registration exemption provided by Regulation D, Regulation S and/or Section 4(2) of the Act as a transaction not involving a public offering and the requirements of any other applicable state securities laws and the respective rules and regulations thereunder in those United States jurisdictions in which the Placement Agent notifies the Company that the Bridge Units are being offered for sale.

  • The Company shall not (i) accept subscriptions from, or make sales of the Bridge Units or Units to, any Prospective Investors who are not, to the Company's knowledge, accredited investors, or (ii) unreasonably reject any subscription for the Bridge Units or Units.

  • The Company will not consummate any sale of the Bridge Units and Units in any jurisdiction or in any manner in which such sale may not be lawfully made; in this regard the Company shall be entitled to rely on the Placement Agent's representations herein, and the representations of Prospective Investors in the Subscription Agreement and Purchaser Questionnaire and on the Blue Sky qualifications effected by the Placement Agent's counsel.

Related to Bridge Units

  • Core Units means such Units of the Trust that are issued to Core Investors with the condition that these are not redeemable for a period of two years from the close of the First Offer Period. Such Units are transferable with this condition, but otherwise shall rank pari passu with all other Units, save for this restriction. Any transfer of the Core Units, during the first two years of their issue as mentioned herein, shall be affected only on the receipt by the Registrar of a written acceptance of this condition by the transferee.

  • Common Units is defined in the Partnership Agreement.

  • Incentive Units means those Partnership Interests described in Section 2 of the Incentive Unit Agreement.

  • Class B Units means the Units having the privileges, preference, duties, liabilities, obligations and rights specified with respect to “Class B Units” in this Agreement.

  • Class B LP Units means, collectively, the Class B limited partnership units of the Partnership, and “Class B LP Unit” means any one of them.