Qualified Initial Public Offering definition

Qualified Initial Public Offering means an offering by the Corporation of its capital stock or equity securities to the public pursuant to an effective registration statement under the Securities Act of 1933, as then in effect, or any comparable statement under any similar federal statute then in force pursuant to which the public offering price per share of which is not less than $14.00 (adjusted to reflect stock dividends, stock splits or recapitalizations) after the date hereof and results in aggregate gross cash proceeds to the Corporation of at least $30,000,000 (before deduction of underwriting discounts and expenses).

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Qualified Initial Public Offering means the initial sale by the Company of any class or classes of the Common Stock in an offering registered under the Securities Act, other than an offering made solely in connection with a business acquisition or combination or an employee benefit plan, but only if the aggregate gross proceeds received by the Company and/or its majority stockholder in such initial sale or series of such sales in the aggregate are in excess of $40 million.

Qualified Initial Public Offering means a firm underwritten offering of the Company pursuant to a registration statement under the Securities Act (i) of common Capital Stock having an aggregate gross offering price of at least $50,000,000 and (ii) reasonably expected to result in more than 100 holders of record of Voting Stock of the Company (exclusive of holdings of Affiliates and employees of the Company).

Examples of Qualified Initial Public Offering in a sentence

• On and following the Qualified Initial Public Offering Effective Date, other than Section 5.06(J) below, the provisions in this Section 5.06 shall no longer be effective.

• To convert a beneficial interest in a Global Note that is convertible pursuant to Section 5.01(C), the owner of such beneficial interest must (1) comply with the Depositary Procedures for converting such beneficial interest (at which time such conversion will become irrevocable) and, if the Conversion Date for such conversion is before the Qualified Initial Public Offering Effective Date, comply with Section 5.02(A)(iii) below; and (2) pay any amounts due pursuant to Section 5.02(D) or Section 5.02(E).

• Notwithstanding anything to the contrary in this Section 9.04, this Section 9.04 will not apply to any transfer of assets between or among a Guarantor and (i) prior to the Qualified Initial Public Offering Effective Date, the Company or any one or more other Guarantors not effected by merger or consolidation; and (ii) after the Qualified Initial Public Offering Effective Date, the Company or any one or more of the Company’s or a Guarantor’s Wholly Owned Subsidiaries not effected by merger or consolidation.

• Notwithstanding anything to the contrary in this Article 6, this Article 6 will not apply to any transfer of assets between or among the Company and (A) prior to the Qualified Initial Public Offering Effective Date, the Company or any one or more Guarantors not effected by merger or consolidation; and (B) after the Qualified Initial Public Offering Effective Date, the Company or any one or more of the Company’s or a Guarantor’s Wholly Owned Subsidiaries not effected by merger or consolidation.

• If the Conversion Date for any conversion of a Note (or a beneficial interest therein) is before the Qualified Initial Public Offering Effective Date, then the converting Holder (or the owner of such beneficial interest) will provide written notice to the Company of its election to convert the same and will state therein the name or names in which the certificate(s) for shares of Common Stock are to be issued.

More Definitions of Qualified Initial Public Offering

Qualified Initial Public Offering means an Initial Public Offering, underwritten on a firm commitment basis by a nationally recognized investment banking firm in which (i) at least 25% of the total equity securities of the Company are sold to the public and (ii) the gross proceeds to the Company (prior to deduction of underwriting discounts, commissions and fees) are at least $140 million.

Qualified Initial Public Offering means the first to occur of a Qualified Underwritten Initial Public Offering, a Qualified Direct Listing or a Qualified Business Combination.

Qualified Initial Public Offering. The term “Qualified Initial Public Offering” shall mean the completion of an underwritten Public Offering representing at least 10% of the Fully Diluted Eligible Shares of the Company, other than registrations on Form S-4 (business combinations) or Form S-8 (employee benefit plans).

Qualified Initial Public Offering means an underwritten public offering of the Equity Interests of any parent entity which results in such Equity Interests being listed on a national exchange and generates gross cash proceeds of at least $500 million.

Qualified Initial Public Offering means the completion of an underwritten Public Offering representing at least 10% of the Fully Diluted Eligible Shares of the Company, other than registrations on Form S-4 (business combinations) or Form S-8 (employee benefit plans).

Qualified Initial Public Offering means a registered public offering or registered public offerings on a national securities exchange of any class of common shares of the Company or TP Re under the United States securities laws or any amalgamation, scheme of arrangement or consolidation as a result of which the members of the Company receive, as the consideration in such amalgamation, scheme of arrangement or consolidation, equity securities of a class that (i) has been registered as part of a public offering under the United States securities laws and (ii) is publicly traded on a national securities exchange, immediately following which the Company and TP Re together shall have received no less than U.S. $150,000,000.

Qualified Initial Public Offering means the initial offering and sale by the Partnership of Limited Partnership Interests to the public pursuant to a registration statement that has been declared effective by the Commission and which results in the listing or quotation of such Limited Partnership Interests on a national securities exchange or quotation system.