Original Issue Date means June 8, 2020.
OTC Bulletin Board means the Financial Industry Regulatory Authority OTC Bulletin Board electronic inter-dealer quotation system.
Ownership Limitations means the limitations on beneficial or constructive ownership of shares of Common Stock contained in the Charter.
Person means and includes any natural person, corporation, limited partnership, general partnership, limited liability company, limited liability partnership, joint stock company, joint venture, association, company, trust, bank, trust company, land trust, business trust, statutory trust, series trust, other organization, whether or not a legal entity, Governmental Authority or other entity.
Pink OTC Markets means the OTC Markets Group Inc. electronic inter-dealer quotation system, including OTCQX, OTCQB and OTC Pink.
Pre-Emptive Right means, with respect to each Triggering Event, the right of the Holder to purchase from the Company, in accordance with the provisions of Section 6, up to the Holders Pro Rata Portion of the Subject Securities to be issued in such Triggering Event.
Pre-Emptive Right Closing means, for each Triggering Event with respect to which the Holder has exercised its Pre-Emptive Right to purchase a portion of the Subject Securities to be issued pursuant to such Triggering Event, the closing of the purchase of such Subject Securities pursuant to such exercise of the Holders Pre-Emptive Right.
Pro Rata Portion means, with respect to the Subject Securities to be issued pursuant to an Allocated Public Offering or a Triggering Event, as applicable, a number of such Subject Securities equal to the product of the total number of such Subject Securities multiplied by a fraction, (x) the numerator of which shall be the Warrant Share Number in effect immediately prior to such Allocated Public Offering or Triggering Event (without regard to any limitations on exercise herein or elsewhere and without regard to whether a sufficient number of shares of Common Stock are authorized and reserved to effect any such exercise and issuance), and (y) the denominator of which shall be the total number of shares of Common Stock outstanding on a fully-diluted basis on the date of the Issuance Notice pertaining to such Allocated Public Offering or Triggering Event.
SEC means the U.S. Securities and Exchange Commission.
Securities Act means the Securities Act of 1933, as amended, or any successor statute, and the rules and regulations promulgated thereunder.
Special Option means an option or other security granted by the Company that is convertible or exercisable into or exchangeable for Common Stock for nominal or indeterminate consideration, and includes an over-allotment option or similar option granted to one or more underwriters in connection with a public offering of securities of the Company.