Qualified Offering definition

Qualified Offering in Section 1.1 of the Securities Purchase Agreements is deleted and replaced with the following:

Qualified Offering means an offering of equity or debt securities for gross proceeds to the Company of not less than $5.0 million.

Qualified Offering means a public or nonpublic offering of Covered Securities for cash, and, for the avoidance of doubt, shall include all Covered Securities issued in respect of such offering pursuant to the exercise of preemptive rights.

Examples of Qualified Offering in a sentence

• The Company agrees that it shall use its best efforts to obtain and maintain the qualification of its Qualified Offering until the expiration of the Warrants in accordance with the provisions of Section 8 of this Warrant.

• This Section 3.4(j) shall terminate and be of no further force or effect upon the closing of a Qualified Offering.

• For any fiscal quarter ending on or after the IPO Closing Date, permit the Consolidated Net Total Leverage Ratio as of the end of any such fiscal quarter, (x) if a Qualified Offering has not been consummated, to be greater than 4.50 to 1.00 and (y) if a Qualified Offering has been consummated, to be greater than 5.00 to 1.00.

• Each Lender acknowledges that this is a “bridge” offering to the Qualified Offering.

• Except for the authorization and issuance of the shares (a) issuable in connection with the Qualified Offering or (b) issuable in connection with the conversion of the Note pursuant to Section 2.2(a), if applicable, all corporate action has been taken on the part of the Company, its officers, directors and stockholders necessary for the authorization, execution and delivery of this Agreement and the Notes.

More Definitions of Qualified Offering

Qualified Offering means the first occurrence of an offering of the Company’s Common Stock which closes in one or more closings in connection with which the Company receives not less than $5,000,000 of gross cash proceeds from the sale of Common Stock on or before November 15, 2016 by Palladium Capital Advisors, LLC pursuant to the terms of an investment banking agreement between the Company and Palladium Capital Advisors, LLC, and thereafter by the Company or other placement agent until the Maturity Date (as defined in the Note) accelerated or otherwise.”

Qualified Offering means a transaction (including an offering pursuant to an effective registration statement, including a Shelf Registration Statement) in which Company Securities registered under a Registration Statement are sold to an underwriter on a firm commitment basis for reoffering and resale to the public, an offering that is a “bought deal” with one or more investment banks, a block trade or other sale of shares to one or more purchasers in a limited offering or sales process.

Qualified Offering means an offering of Common Stock (or units consisting of Common Stock and warrants to purchase Common Stock) for an aggregate price of at least $5,000,000 resulting in the listing for trading of the Common Stock on the NYSE American, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market or the New York Stock Exchange (or any successors to any of the foregoing).

Qualified Offering means a registered offering of Common Stock (or units consisting of Common Stock and warrants to purchase Common Stock) for aggregate gross proceeds to the Company of at least $5,000,000 resulting in the listing for trading of the Common Stock on the NYSE American, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market or the New York Stock Exchange (or any successors to any of the foregoing).

Qualified Offering means (a) any registered offering of Common Stock and/or Common Stock Equivalents that occurs after the Original Issue Date or (b) any financing (registered or private placement) (or series of financings) of Common Stock and/or Common Stock Equivalents with gross proceeds of, in the aggregate following the Original Issue Date, $4,000,000 or more that occurs after the Original Issue Date. As used herein, the term “Trigger Date” means the date the Company consummates a Qualified Offering.

Qualified Offering means the closing of the sale of the securities of the Company, whether in a private placement or pursuant to an effective registration statement under the Securities Act resulting in at least $2,500,000.00 of gross proceeds to the Company.

Qualified Offering means the occurrence of an offering of the Company’s Common Stock which closes in one or more closings in connection with which the Company receives not less than $5,000,000 of gross cash proceeds from the sale of Common Stock on or before November 30, 2016 at a pre-money valuation on a fully diluted basis of at least $20,000,000.”