Purchase of Interests definition

Purchase of Interests. Buyer’s public market total enterprise valuation is currently approximately $4 million with a share price of $0.351 per share (as of COD 7/01/2016). Buyer shall issue to Sellers, shares of restricted common stock of Buyer equal to the 100% membership interest selling price, the number of shares to be issued to be based on the end of day share price at the time of Closing.
Sample 1

Examples of Purchase of Interests in a sentence

  • PURCHASED INTERESTS IN BANKRUPTCY 7 Section 5.1. Required Purchase of Interests 7 Section 5.2. Effect of Purchase of Purchased Interests 7 Section 5.3. Subordinate Nature of Purchased Interests 7 Section 5.4. No Voting Rights 8 Section 5.5. Obligations Unconditional 8 ARTICLE VI.

  • See Section 15, "Fees and Expenses." We expect to fund the Purchase of Interests and expenses of the Offer with the proceeds from a loan from the Bank of Louisville described below.

  • Purchase of Interests; Payment of Purchase Price............................13 Section 6.

  • Completes Purchase of Interests in Barnett Shale Acreage, Producing Wells, Development Program and Gas Gathering & Treating System DALLAS, Texas, November 15, 2006 - Ignis Petroleum Group, Inc.

  • PURCHASE AND SALE; CLOSING 17 Section 2.1. Purchase of Interests 17 Section 2.2. Consideration 17 Section 2.3. Escrow Amounts 18 Section 2.4. The Closing 18 Section 2.5. Waiver of Pre-emption Rights 18 Section 2.6. Deliveries by Seller 18 Section 2.7. Deliveries by Buyer 22 Section 2.8. Closing Agreements 22 ARTICLE III.

  • PURCHASED INTERESTS IN BANKRUPTCY 14 Section 6.1. Required Purchase of Interests 14 Section 6.2. Effect of Purchase of Purchased Interests 14 Section 6.3. Subordinate Nature of Purchased Interests 14 Section 6.4. No Voting Rights 15 Section 6.5. Obligations Unconditional 15 Section 6.6. Notice of Purchase 15 ARTICLE VII.

Related to Purchase of Interests

  • Preferred Interests means, with respect to any Person, Equity Interests issued by such Person that are entitled to a preference or priority over any other Equity Interests issued by such Person upon any distribution of such Person’s property and assets, whether by dividend or upon liquidation.

  • Initial Debentures means the Debentures designated as “9.5% Unsecured Convertible Debentures” and described in Section 2.5;

  • Membership Interests has the meaning set forth in the recitals.

  • Permitted Convertible Notes means any unsecured notes issued by the Company in accordance with the terms and conditions of Section 6.01 that are convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of common stock of the Company (or other securities or property following a merger event or other change of the common stock of the Company), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such common stock or such other securities); provided that, the Indebtedness thereunder must satisfy each of the following conditions: (i) both immediately prior to and after giving effect (including pro forma effect) thereto, no Default or Event of Default shall exist or result therefrom, (ii) such Indebtedness matures after, and does not require any scheduled amortization or other scheduled or otherwise required payments of principal prior to, and does not permit any Loan Party to elect optional redemption or optional acceleration that would be settled on a date prior to, the date that is six (6) months after the Maturity Date (it being understood that neither (x) any provision requiring an offer to purchase such Indebtedness as a result of change of control or other fundamental change (which change of control or other fundamental change, for the avoidance of doubt, constitutes a “Change of Control” hereunder), which purchase is settled on a date no earlier than the date twenty (20) Business Days following the occurrence of such change of control or other fundamental change nor (y) any early conversion of any Permitted Convertible Notes in accordance with the terms thereof, in either case, shall violate the foregoing restriction), (iii) such Indebtedness is not guaranteed by any Subsidiary of the Company other than the Subsidiary Borrowers or Subsidiary Guarantors (which guarantees, if such Indebtedness is subordinated, shall be expressly subordinated to the Secured Obligations on terms not less favorable to the Lenders than the subordination terms of such Subordinated Indebtedness), (iv) any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of any Loan Party (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision and (v) the terms, conditions and covenants of such Indebtedness must be customary for convertible Indebtedness of such type (as determined by the board of directors of the Company, or a committee thereof, in good faith).

  • Purchase Offer shall have the meaning assigned to such term in Section 2.25(a).

  • Capital Interests means any and all shares, interests, participations, rights or other equivalents (however designated) of capital stock, including, without limitation, with respect to partnerships, partnership interests (whether general or limited) and any other interest or participation that confers on a person the right to receive a share of the profits and losses of, or distributions of assets of, such partnership.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Existing Convertible Notes means any convertible notes or other convertible debt securities of the Company outstanding on the date of this Agreement.

  • Note Shares means the shares of Common Stock issuable upon conversion of a Note, including any outstanding principal and accrued interest.

  • Repurchase Offer has the meaning set forth in Section 3.04.

  • Special Warrants means the special warrants issued by the Company, at a price of $0.10 per Special Warrant, pursuant to the Special Warrant Private Placement and entitling the holder thereof to acquire, for no additional consideration, one Common Share pursuant to the terms and conditions in the Special Warrant Certificates; and

  • Conversion Securities has the meaning set forth in Section 4.08(b).

  • Class B Warrants means, collectively, the Common Stock purchase warrants in the form of Exhibit C attached hereto delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which warrants shall be exercisable immediately and have a term of exercise equal to one year.

  • Redemption Rights means the redemption rights provided for in Section 9.2 of the SPAC Certificate of Incorporation.

  • Purchased Interests has the meaning set forth in the Recitals.

  • Initial Warrants means the warrants of the Company to purchase shares of Common Stock underlying the Initial Units issued and outstanding prior to the IPO.

  • Private Placement Warrants shall have the meaning given in the Recitals hereto.

  • Partnership Interests shall have the meaning specified in Section 6.3 [Subsidiaries].

  • Time of Delivery shall have the meaning ascribed to such term in Section 2(c).

  • Redemption Conditions means, with respect to any payment of cash in respect of the principal amount of any Permitted Convertible Debt, satisfaction of each of the following events: (a) no Default or Event of Default shall exist or result therefrom, and (b) both immediately before and at all times after such redemption, Borrower’s Qualified Cash shall be no less than the sum of 150% of the outstanding Secured Obligations plus the Qualified Cash A/P Amount.

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Series B Debentures means the $200 million aggregate principal amount of 4.903% Series B senior unsecured debentures of the Trust due July 5, 2023.

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

  • Placement Warrants shall have the meaning given in the Recitals hereto.

  • Purchaser Securities means the Purchaser Units, the Purchaser Common Stock, the Purchaser Preferred Stock and the Purchaser Warrants, collectively.