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SEC Filings

S-1
PROTEON THERAPEUTICS INC filed this Form S-1 on 09/16/2014
Entire Document
 

 

in connection with a licensing, corporate partnering, merger, acquisition or similar strategic or combination transaction approved by a majority of the Board of Directors, including a majority of the Designated Preferred Directors;

 

(vii)                           the Note Conversion Shares (as defined in the Series D Purchase Agreement) and the Initial Tranche Shares (as defined in the Series D Purchase Agreement) issued pursuant to the Series D Purchase Agreement;

 

(viii)                        each Purchaser’s (as defined in the Series D Purchase Agreement) Second Tranche Individual Purchase Right and Third Tranche Individual Purchase Right, and the Series D Preferred Stock or the Common Stock issuable pursuant to the Series D Purchase Agreement upon exercise of such Purchaser’s Second Tranche Individual Purchase Right or Third Tranche Individual Purchase Right (it being understood that the foregoing provisions of this clause (viii) shall not be applicable to any Series D Preferred Stock or Common Stock that is actually issued and sold pursuant to the Series D Purchase Agreement upon exercise of such Purchaser’s Second Tranche Individual Purchase Right or Third Tranche Individual Purchase Right);

 

(ix)                              the Common Stock issued or issuable upon conversion of the Series D Preferred Stock issued or issuable pursuant to the Series D Purchase Agreement (including, without limitation, the Common Stock issued or issuable pursuant to Subsection 4.1.2 hereof upon conversion of such Series D Preferred Stock) (it being understood that the foregoing provisions of this clause (ix) shall not be applicable to any Series D Preferred Stock that is actually issued and sold pursuant to the Series D Purchase Agreement at the Second Tranche Closing (as defined in the Series D Purchase Agreement) or the Third Tranche Closing (as defined in the Series D Purchase Agreement)); or

 

(x)                                 the Warrants and/or any shares of Common Stock issued or issuable upon exercise of the Warrants.