Pubco Transaction definition
Examples of Pubco Transaction in a sentence
Notwithstanding anything herein to the contrary, this provision shall become null and void and of no further force or effect immediately upon consummation of the Pubco Transaction.
Prior to the First Closing, as defined herein, each of the Pubco Transaction Documents will have been duly authorized.
For the avoidance of doubt, the Warrants shall not automatically expire upon the closing of a Pubco Transaction (as defined in the Company’s Amended and Restated Certificate of Incorporation) or a Qualified Initial Public Offering (as defined in the Company’s Amended and Restated Certificate of Incorporation).
The Pubco Transaction (unless mutually agreed upon by the Company and ▇▇▇▇▇▇▇ & Company (UK) Ltd.
This Agreement shall become effective upon the execution hereof and shall terminate upon the first to occur of (a) the consummation of the Qualified Initial Public Offering or b) the consummation of a Pubco Transaction.
This would exclude the Pubco Transaction for which JCG is engaged as an advisor and any Closing in which ▇▇▇▇▇▇▇ is compensated as provided in clause a.
Such Warrants will be non-dilutive and be calculated on the basis of the post-money fully diluted capitalization of the Company upon closing of any transaction, financing or otherwise, up to and including of the Pubco Transaction, provided that such anti-dilution provisions shall not extend beyond the date of any exercise of the Warrants by Transaction Manager prior to the closing of the Pubco Transaction.
The above schedule is contingent upon the Company providing the Transaction Manager and legal or other advisors required for the Pubco Transaction with documentation required to complete on a timely basis the Super 8-K or other documents required to be filed with the SEC or other regulatory body including acceptable audited financials, all within two months after the closing of the Bridge Financing.
Following the Pubco Transaction, Pubco may call this Warrant for redemption upon written notice to all Purchasers of Units (each as defined in the Purchase Agreement) at any time the closing price of the Common Stock exceeds $1.50 (as adjusted pursuant to Section 10) for 20 consecutive trading days, as reported by Bloomberg, provided at such time there is an effective registration statement covering the resale of the Shares.
This Agreement shall become effective upon the execution hereof and shall terminate upon the first to occur of (a) the consummation of the Qualified Initial Public Offering or (b) the consummation of a Pubco Transaction.