Rule 430B and “Rule 433” shall mean, in each case, such rule promulgated by the Commission under the Securities Act (or any successor provision), as the same may be amended or succeeded from time to time.
Examples of Rule 430B in a sentence
If any sales are made pursuant to this Agreement which are not made in “at the market” offerings as defined in Rule 415, including, without limitation, any Placement pursuant to a Terms Agreement, the Company shall file a Prospectus Supplement describing the terms of such transaction, the amount of Shares sold, the price thereof, the Manager’s compensation, and such other information as may be required pursuant to Rule 424 and Rule 430B, as applicable, within the time required by Rule 424.
More Definitions of Rule 430B
Rule 430B means Rule 430B under the Securities Act, as such Rule may be amended from time to time, or any similar rule or regulation hereafter adopted by the SEC.
Rule 430B and “Rule 462” mean, in each case, such rule promulgated under the Securities Act (or any successor provision) by the SEC, as the same will be amended from time to time, or any successor rule then in force.
Rule 430B refers to Rule 430B under the 1933 Act.
Rule 430B. “Rule 433,” and “Rule 462(e)” refer to such rules under the Securities Act. All references in this Agreement to financial statements and schedules and other information that is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information that is incorporated by reference in the Registration Statement or the Prospectus, as the case may be. 28 If the foregoing correctly sets forth the understanding between the Company, the Operating Partnership, the Agent and the Forward Purchaser, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between the parties. Very truly yours, PHYSICIANS REALTY TRUST By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Chief Financial Officer PHYSICIANS REALTY L.P. By: Physicians Realty Trust, its general partner By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Chief Financial Officer 30 CONFIRMED AND ACCEPTED, as of the date first above written KEYBANC CAPITAL MARKETS INC. By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Managing Director As Agent KEYBANC CAPITAL MARKETS INC. By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Managing Director As Forward Purchaser solely as the recipients and/or beneficiaries of certain representations, warranties, covenants and indemnities set forth in this Agreement 31 SCHEDULE 1 FORM OF PLACEMENT NOTICE From: Physicians Realty Trust TO: [*] Attention: [*] Subject: At Market Issuance-Placement Notice Ladies and Gentlemen: Pursuant to the terms and subject to the conditions contained in the At Market Issuance Sales Agreement (the “Agreement”) between Physicians Realty Trust, a Maryland real estate investment trust (the “Company”), Physicians Realty L.P., a Delaware limited partnership, [*] (the “Agent”) and [*] (the “Forward Purchaser”), dated November [*], 2019, the Company hereby requests that the Agent sell Placement Shares as follows: Type of Shares: [Primary][Forward Hedge] Shares Maximum [Amount][Number of Shares]: [$[*]] Selling Period: From [month, day, year] to [month, day, year] Commission [*] basis points [Minimum Market Price per Share] [$[*]] [Spread] [[*] basis points] [Initial Stock Loan Rate] [[*] basis points] [Maximum Stock Loan Rate] [[*] basis points] [Maturity Date] [month, day, year] [Forward Price Reduction Dates / Amounts] [mon...
Rule 430B and “Rule 430C” is defined in Section 2(a).