Qualified IPO definition

Qualified IPO means the issuance by Holdings or any direct or indirect parent of Holdings of its common Equity Interests in an underwritten primary public offering (other than a public offering pursuant to a registration statement on Form S-8) pursuant to an effective registration statement filed with the U.S. Securities and Exchange Commission in accordance with the Securities Act (whether alone or in connection with a secondary public offering).

Qualified IPO means an underwritten public offering of the Equity Interests of the Borrower, Holdings or any Parent Entity which generates (individually or in the aggregate together with any prior underwritten public offering) gross cash proceeds of at least $70,000,000.

Qualified IPO means a firm commitment underwritten public offering of Class A Common Stock for cash pursuant to a registration statement under the Securities Act where the aggregate proceeds to the Company prior to deducting any underwriters' discounts and commissions from such offering and any similar prior public offerings exceed $200 million.

Examples of Qualified IPO in a sentence

• For avoidance of doubt, no Debt Service Coverage Ratio test shall apply following the consummation of a Qualified IPO.

• For avoidance of doubt, no Interest Coverage Ratio test shall apply prior to the consummation of a Qualified IPO.

• As of the last day of any fiscal quarter of Borrower commencing with the quarter ending June 30, 2023, but prior to the date (if any) on which a Qualified IPO is consummated, Borrower shall not permit the ratio of (a) EBITDA for the Test Period ending on such last day, to (b) Debt Service for the same Test Period, in each case for Borrower and its Restricted Subsidiaries on a consolidated basis in accordance with GAAP, to be less than 1.25 to 1.00.

• As of the last day of any fiscal quarter of Borrower ending on or after the date a Qualified IPO is consummated, Borrower shall not permit the ratio of (a) EBITDA for the Test Period ending on such last day, to (b) Cash Interest Expense for the same Test Period, in each case for Borrower and its Restricted Subsidiaries on a consolidated basis in accordance with GAAP, to be less than 2.75 to 1.00.

• Only tested after the consummation of a Qualified IPO) Minimum of 2.75 to 1.00 at end of the Subject Period (Defined as (a) EBITDA to (b) Cash Interest Expense for Borrower and its Restricted Subsidiaries on a consolidated basis in accordance with GAAP).

More Definitions of Qualified IPO

Qualified IPO means an underwritten public offering by the Company of its Shares on a Recognised Stock Exchange pursuant to a prospectus or offering circular under applicable securities laws resulting in the shares of the Company becoming freely tradable.

Qualified IPO shall have the meaning set forth in the Restated Certificate.

Qualified IPO has the meaning given to such term in the Memorandum and Articles.

Qualified IPO means a public offering of the Shares by the Company the aggregate gross proceeds of which attributable to sales for the account of the Company, when combined with the gross proceeds attributable to sales for the account of the Company from all previous public offerings of Shares by the Company, if any, exceed $50 million in the aggregate, and the Shares in such offerings are listed for trading on either the New York Stock Exchange or the NASDAQ Global Market.

Qualified IPO means the closing of the first firm commitment underwritten public offering of Ordinary Shares of the Company with a listing on an Eligible Exchange; provided that a Qualified IPO shall be conducted at a public offering price per share that values the Company at a total post-money market capitalization of no less than US$450 million and shall result in minimum gross proceeds to the Company of US$45 million (before deduction of underwriting discounts and registration expenses).

Qualified IPO means (i) one or more underwritten public offerings of Common Stock pursuant to one or more effective registration statements filed under the Securities Act of 1933, as amended, resulting in an aggregate of at least $25 million of net proceeds, after deducting underwriting discounts and commission and other expenses, to the Company or (ii) any merger, consolidation or other business combination transaction that results in any equity securities of the Company being registered under Section 12 of the Securities Exchange Act of 1934, as amended.

Qualified IPO means the consummation of a public offering of Common Stock to the general public under the Securities Act completed by the Company at a price per share of Common Stock of not less than $3.00 and in which the net proceeds to the Company are not less than $2,500,000, or any other public offering approved by the Required Purchasers.