Securities Offering definition

Securities Offering means any public or private sale of IDS Securities or common stock or Preferred Stock of Borrower (other than Disqualified Stock), other than public offerings with respect to IDS Securities or Borrower’s Common Stock registered on Form S-8.

Securities Offering as defined in the recitals to this Agreement.

Securities Offering. Any transaction in which Xxxxxx Mac guarantees the payment of principal and interest on securities that represent interests in, or obligations fully backed by, any pool of loans that includes any Qualified Loan sold to the Purchaser hereunder and such securities are offered pursuant to a registration statement under the Securities Act of 1933, as amended. Seller: National Rural Utilities Cooperative Finance Corporation.

Examples of Securities Offering in a sentence

• Government Securities Offering The security is issued or guaranteed as to principal or interest by the United States, or by a person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States; or any certificate of deposit for any of the foregoing.

• As used herein, the term “Underwriter Derived Information” shall refer to information of the type described in clause (5) of footnote 271 of Commission Release No. 33-8591 (Securities Offering Reform) when prepared by any Underwriter, including traditional computational and analytical materials prepared by the Underwriter.

• As used herein, the term “Issuer Information” means any information of the type specified in clauses (1) – (5) of footnote 271 of Commission Release No. 33-8591 (Securities Offering Reform), other than Underwriter Derived Information.

• As used herein, the term “Issuer Information” means any information of the type specified in clauses (1) - (5) of footnote 271 of Commission Release No. 33-8591 (Securities Offering Reform), other than Underwriter Derived Information.

• As used herein, the term “Issuer Information” means any information of the type specified in clauses (1)—(5) of footnote 271 of Commission Release No. 33-8591 (Securities Offering Reform), other than Underwriter Derived Information.

More Definitions of Securities Offering

Securities Offering means a bona fide public offering or private placement (to five or more investors) pursuant to Section 4(2) of the Securities Act, Regulation D thereunder or Regulation S thereunder, made through at least one investment bank of national standing.

Securities Offering means any public or private sale of common stock or Preferred Stock of Borrower (other than Disqualified Stock), other than public offerings with respect to Borrower’s Common Stock registered on Form S-8 and the sales in respect of the Equity Documents.

Securities Offering means any registered equity securities offering in the United States of America of the common stock of Maker (other than on Form S-4, or securities issued pursuant to an employee benefit plan or in connection with a transaction subject to Rule 145 of the Securities Act of 1933); and "Qualified Securities Offering" means a Securities Offering in which the gross proceeds, together with the gross proceeds of all prior Securities Offerings, total at least $12,000,000,00. Upon a Securities Offering, or at any time and from time to time thereafter, at the election of Payee, all or any part of the outstanding principal amount of this Note may be converted into shares of Maker's common stock at the lesser of: (i) $7.50 per share, or (ii) the price of such common stock in the first Securities Offering, (hereinafter referred to as the "Conversion Price"). If the entire outstanding principal balance of this Note is not converted at the time of the Securities Offering, the Conversion Price shall be adjusted upon certain events affecting Maker's common stock, as provided in Exhibit "A" attached hereto. All shares of common stock of Maker obtained by Payee as a result of its exercise of the conversion rights in this Note shall be subject to the Registration Rights Agreement attached hereto as Exhibit "B". Maker shall not have any right to prepay this Note prior to a Securities Offering. Thereafter Maker may prepay this Note in full but not in part, without penalty, upon not less than ten (10) business days prior written notice of the proposed prepayment; subject, however, to any exercise by Payee of its conversion rights under this Note at any time prior to receipt of the prepayment. Maker agrees to an effective rate of interest that is the rate stated above plus any additional rate of interest resulting from any other charges in the nature of interest paid or to be paid by or on behalf of Maker, or any benefit received or to be received by Payee, in connection with this Note. Principal, interest and all other sums payable hereunder shall be paid in lawful money of the United States of America in immediately available funds. If any payment required under this Note is not paid when due, then Maker shall pay a "late charge" equal to three percent (3%) of the amount of that payment. This late charge may be assessed without notice, shall be immediately due and payable and shall be in addition to all other rights and remedies available to Payee. All payments on this Note sha...

Securities Offering has the meaning specified in Section 6.21(a).

Securities Offering means any public or private offering of equity or debt securities issued by the company, including an initial public offering.

Securities Offering means any form of communication addressed to persons, which constitutes the offer for sale or purchase of securities.

Securities Offering means the actual or proposed offering of Securities of the Company that is the specific subject of any document, including any prospectus or information memorandum including, but not limited to, any negotiations, discussions, decisions or presentations in connection with such actual or proposed offering of such Securities of the Company.