Offering Conditions definition

Offering Conditions means those terms and conditions set forth on Exhibit C.
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Offering Conditions means that before the Effective Date, the following conditions that are either satisfied or waived by both Debtors and the DIP Lender: (i) the Common Shareholders consent (either individually or as a Class) to the conversion of the Series E Preferred Interest into Senior Secured Convertible Debt; (ii) the Common Shareholders participate in the Rights Offering to an extent that the gross proceeds to Debtors is equal to or greater than the Rights Offering Threshold; and (iii) the Bankruptcy Court makes a final determination that Bankruptcy Code section 1145 applies with respect to the Rights Offering, including the offer, sale, issuance, distribution, resale and transfer of the Reorganized Torrent Energy Common Shares [or any rights to purchase Reorganized Torrent Energy Common Shares], and that any offer, sale, distribution, resale or transfer of such Reorganized Torrent Energy Common Shares [or any rights to purchase Reorganized Torrent Energy Common Shares] by the holders thereof, except as to any holder who is an "underwriter" (as defined in section 1145(b)(1) of the Bankruptcy Code), will be exempt from registration under the Securities Act of 1933, as amended, and all rules and regulations promulgated thereunder, as well as under any Blue Sky Laws.
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Examples of Offering Conditions in a sentence

  • The SEFtoken Issuance Upon the satisfaction of the Offering Conditions and the SEFtoken Issuance, each applicable STPA and its terms and conditions are considered to have been performed and is completed/at an end in accordance with its terms.

  • The obligations of either party to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction or waiver on or prior to the Closing Date of each of the Offering Conditions.

  • See "Contemporaneous Events and Conditions." In the event the Offering Conditions have not been satisfied on or before the Termination Date, this offering will be terminated and all funds will be returned to the subscribing offerees with a pro rata share of interest earned thereon, calculated on the basis of the amount of Funds invested by each subscribing offerees and the length of time interest on such Funds was earned.

  • If prior to the Closing Date acceptable subscriptions for a minimum aggregate of 100 shares of Common Stock are received and the other conditions set forth herein and in the Memorandum (collectively, the "Offering Conditions") are satisfied, all Funds will be transferred from the segregated bank account to the Company, together with all interest, if any, accrued or paid thereon.

  • Common Stock, $.001 par value, 200,000 shares authorized, 53,051 issued and outstanding, 81,082 issued and outstanding after the Offering Conditions and Contemporaneous Events(2)..............................

  • The (i) Plan (and the exhibits thereto), (ii) the Rights Offering Documents, which shall include the Offering Conditions, and (iii) the Confirmation Order shall each be in form and substance reasonably acceptable to the Required Preferred Backstop Investors.

  • If prior to the Closing Date acceptable subscriptions for a minimum aggregate of [___] shares of Common Stock are received and the other conditions set forth herein and in the Memorandum (collectively, the "Offering Conditions") are satisfied, all Funds will be transferred from the segregated bank account to the Company, together with all interest, if any, accrued or paid thereon.

  • In the event the Offering Conditions have not been satisfied in full prior to the Termination Date, the Offering will be terminated and all Funds will be returned to the Purchaser with a pro rata of interest earned thereon.

  • The Offering Conditions and the issuance of the Senior Notes are collectively referred to herein as the "Contemporaneous Events.

  • In the event the Offering Conditions have not been satisfied in full prior to the Closing Date, the offering will be terminated and all Funds will be returned to the Purchaser with a pro rata share of interest earned thereon.

Related to Offering Conditions

  • Vesting Conditions means those conditions established in accordance with Section 8.4 or Section 10.2 of the Plan prior to the satisfaction of which shares subject to a Restricted Stock Award or Restricted Stock Unit Award, respectively, remain subject to forfeiture or a repurchase option in favor of the Company upon the Participant’s termination of Service.

  • Qualifying condition means a condition described in Section 26-61a-104.

  • Standard Listing Conditions has the meaning ascribed thereto in Section 4.3;

  • Closing Conditions shall include, but are not limited to, SI Securities determining in its sole discretion that at the time of a closing, the Minimum Offering has been met, the investment remains suitable for investors, investors have successfully passed ID, KYC, AML, OFAC, and suitability screening, and that Issuer has completed all actions required by it as communicated by SI Securities at the time of a closing.

  • Financing Conditions means the conditions precedent to the Debt Financing explicitly set forth in the Debt Commitment Letter as in effect on the date hereof or as amended in accordance with the terms hereof.