SAFE Shares definition
SAFE Shares means the shares of a series of Preferred Stock or Common Stock issued to the Investor in an Equity Financing or a Public Offering, having the identical rights, privileges, preferences and restrictions as the Standard Shares, other than with respect to: (i) the per share liquidation preference and the conversion price for purposes of price-based anti-dilution protection, which will equal the Discount Price; and (ii) the basis for any dividend rights, which will be based on the Discount Price.
SAFE Shares means any Company Share issued or that may be issuable under either SAFE or the SAFE Warrant, or with respect to which either SAFE is convertible or the SAFE Warrant is exercisable.
SAFE Shares means the number of shares of common stock of SAFE equal to the SpinCo Share Contribution transferred to the SpinCo Group in the Separation Transactions.
Examples of SAFE Shares in a sentence
If there is an Equity Financing (as defined below) before the expiration or termination of this instrument, the Company will automatically issue to each Investor a number of Safe Shares (as defined below) equal to its portion out of the Purchase Amount divided by the Discount Price (as defined below).
If there is a Commercial Financing (as defined below) before the expiration or termination of this instrument, the Company will automatically issue each Investor a number of Safe Shares equal to its portion out of the Purchase Amount divided by a price per share reflecting a Company’s pre money valuation of $US 115,000,000 on a fully diluted basis.
In connection with the issuance of Safe Shares by the Company to an Investor pursuant to this Section 2(b), each Investor will execute and deliver to the Company all documents required to carry out the foregoing conversion and issuance of the Safe Shares.
In connection with the issuance of Safe Shares by the Company to an Investor pursuant to this Section 2(a), each Investor will execute and deliver to the Company all transaction documents related to the Equity Financing; provided, that such documents are the same documents to be entered into with the purchasers of Senior Shares, with appropriate variations for the Safe Shares if applicable.
More Definitions of SAFE Shares
SAFE Shares means the shares issued to the Investor in an Equity Financing, having the identical rights, privileges, preferences and restrictions attached to the Standard Shares (including any other securities granted to the Investors in the Equity financing), other than with respect to: (i) the per share liquidation preference and the initial conversion price for purposes of price-based anti-dilution protection, which will equal the Conversion Price; (ii) the basis for any dividend rights, which will be based on the Conversion Price; and (iii) any individual rights which may be granted to specific investor(s) (such as the right of an investor to appoint a director to the Company’s Board of Directors, etc.).
SAFE Shares means the Preferred Shares issued to CABHI in the Qualified Financing, having the identical rights, privileges, preferences and restrictions as Investor Shares, other than with respect to: (i) any per share liquidation preference and any conversion price for purposes of price-based anti-dilution protection associated with a SAFE Share, which will equal the Conversion Price; and (ii) the basis for any dividend rights associated with a SAFE Share, which will be based on the Conversion Price.
SAFE Shares means the collective reference to the SAFE Preferred Stock and the Conversion Shares issuable upon conversion of the SAFE Preferred Stock.
SAFE Shares means the shares of the most senior series of shares issued to the Investors pursuant to an (A) Equity Financing, having the identical rights, privileges, preferences and restrictions as the shares of the most senior series of shares issued, other than with respect to: (i) the per share liquidation preference and the conversion price for purposes of price-based anti-dilution protection, which will equal the Discount Price; and (ii) the basis for any dividend rights, which will be based on the Discount Price; or (B) Commercial Financing, having the identical rights, privileges, preferences and restrictions as the shares of the most senior series of shares issued by the Company.
SAFE Shares means the shares of the most senior class of series of shares issued to the Investor in a Qualified Equity Financing, or the Trigger Round (as applicable) having the identical rights, privileges, preferences and restrictions as the Standard Shares, other than with respect to: (i) the per share liquidation preference and the conversion price for purposes of price-based anti-dilution protection, which will equal the Conversion Price; and (ii) the basis for any dividend rights and all other economic rights, to the extent provided to the investors investing new money in a Qualified Equity Financing, which will be based on the Conversion Price; (iii) any individual rights which may be granted to specific investors and/or governance related rights (such as the right to appoint a director to the Company’s board of directors, veto rights, etc.).
SAFE Shares means the then most senior shares issued to the Investor in any Equity Financing, , having the identical rights, privileges, preferences and restrictions as the Equity Shares, including, without limitation, liquidation preference, anti-dilution protection, registration rights, preemptive rights, right of first refusal, voting and veto rights, or other rights, pro-rata to the respective amounts of investment, and the Investor shall otherwise be deemed one of the investors in such Equity Financing for all purposes (including with respect to any other securities, warrants or other or other rights granted to the investor, other than with respect to (if and to the extent applicable): (i) the per share liquidation preference and the initial conversion price for purposes of price-based anti-dilution protection, which will equal the Discount Price; (ii) the basis for any dividend rights, which will be based on the Discount Price; and (iii) any individual rights granted to certain investors based on the size of their investment or number of shares they will receive (subject to the same minimum holding requirements if applicable). The right to receive SAFE Shares shall also include the right to receive warrants or other convertible instruments granted to the investors in the Equity Financing, if granted. For avoidance of doubt it is hereby clarified that if the Company has no preferred class of shares in its share capital the SAFE Shares shall mean Ordinary Shares of the Company.
SAFE Shares. The Ordinary Shares to be issued to the Investor upon conversion of the Principal Amount according to the terms of this Agreement. 2 PROVISION OF CAPITAL The Investor agrees to provide the Principal Amount to the Company within [3] banking days following the date of signing of this Agreement. The transfer shall be made in Euros to the following designated bank account of the Company: Bank details: Account beneficiary: Rosiro Group B.V. IBAN: ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇ BIC/SWIFT: ▇▇▇▇▇▇▇▇ Bank name: ING Bank N.V. Bank address: ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ The receipt of funds in the Company’s bank account shall determine the applicable discount rate in accordance with Clause 4.1.1. In exchange for the Principal Amount, the Company grants the Investor the right to future equity in accordance with the Conversion Events.