FORM OF PLACEMENT NOTICE Sample Clauses
The 'Form of Placement Notice' clause defines the required format and content for a notice that must be delivered when initiating a securities placement under an agreement. It typically specifies the information that must be included in the notice, such as the number of securities to be offered, the timing, and any other relevant terms. By standardizing the notice process, this clause ensures clear communication between parties and helps prevent misunderstandings or disputes regarding the terms of each placement.
FORM OF PLACEMENT NOTICE. From: [-] Cc: [-] To: [-] Subject: Controlled Equity OfferingSM—Placement Notice Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ MLP Investment Company (the “Fund”), KA Fund Advisors, LLC, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Capital Advisors, L.P., on the one hand, and [-] (“[-]”), on the other, dated [-], 201_ (the “Agreement”), I hereby request on behalf of the Fund that [-] sell up to [-] Shares, pursuant to the following instructions (subject to a per Share gross sales price at least equal to the Minimum Daily Price of the shares of Common Stock and subject to any other restrictions on the sale of shares of Common Stock [to be completed by KA]. The Fund hereby confirms that, as of the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. [-] [-] [-] AMOUNT OF COMMISSIONS PAID TO [-] Up to [-]% of the gross sales price of all shares of Common Stock of ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ MLP Investment Company (the “Fund”), sold through [-] under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated [-], 201_, between the Fund, KA Fund Advisors, LLC and ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Capital Advisors, L.P., on the one hand, and [-], on the other.
FORM OF PLACEMENT NOTICE. From: [—] Cc: [—] To: [—] Subject: Controlled Equity OfferingSM—Placement Notice Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Energy Total Return Fund, Inc. (the “Fund”), KA Fund Advisors, LLC, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Capital Advisors, L.P. , on the one hand, and Cantor ▇▇▇▇▇▇▇▇▇▇ & Co. (“CF&Co”), on the other, dated September 25, 2012 (the “Agreement”), I hereby request on behalf of the Fund that CF&Co sell up to [—] Shares, pursuant to the following instructions (subject to a per Share gross sales price at least equal to the Minimum Daily Price of the shares of Common Stock and subject to any other restrictions on the sale of shares of Common Stock [to be completed by KA]. The Fund hereby confirms that, as of the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇ Up to 2% of the gross sales price of all shares of Common Stock of ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Energy Total Return Fund, Inc., sold through Cantor ▇▇▇▇▇▇▇▇▇▇ & Co. under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated September 25, 2012, between the Fund, KA Advisors, LLC and ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Capital Advisors, L.P., on the one hand, and Cantor ▇▇▇▇▇▇▇▇▇▇ & Co., on the other.
FORM OF PLACEMENT NOTICE. Dear : This confirms our agreement to sell up to shares of [Common Stock, par value $0.001 per share]/[Preferred Stock [ ]], of LUMINENT MORTGAGE CAPITAL , INC., a Maryland corporation (the “Company”), pursuant to the CONTROLLED EQUITY OFFERINGSM Sales Agreement executed between the Company and Cantor ▇▇▇▇▇▇▇▇▇▇ & Co. (“CF&Co”) on February 7, 2005 (the “Agreement”). Terms used herein but not defined herein shall have the meanings set forth in the Agreement. Number of Shares to be Sold: Minimum Price at which Shares may be Sold: Date(s) on which Shares may be Sold: Underwriting Discount/Commission: Manner and capacity in which shares are to be Sold : By executing this draw down notice, the parties agree to comply with the aforementioned agreements, and to execute the transaction as described herein: Placements. The terms set forth in this Placement Notice will not be binding on the Company or CF&Co unless and until the Company delivers written notice of its acceptance of all of the terms of such Placement Notice (an “Acceptance”); provided, however, that neither the Company nor CF&Co will be bound by the terms of a Placement Notice unless the Company delivers to CF&Co an Acceptance with respect thereto prior to 4:30 p.m. (New York City time) on the Business Day following the Business Day on which such Placement Notice is delivered to the Company. In the event of a conflict between the terms of the Agreement and the terms of a Placement Notice, the terms of this Placement Notice will control. Sale of Placement Shares by CF&Co. Subject to the terms and conditions of the Agreement, upon the Acceptance of a Placement Notice, and unless the sale of the Placement Shares described therein has been suspended or otherwise terminated in accordance with the terms of the Agreement, CF&Co will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified, and otherwise in accordance with the terms of this Placement Notice. CF&Co will provide written confirmation to the Company no later than the opening of the Trading Day next following the Trading Day on which it has made sales of Placement Shares hereunder setting forth the number of Placement Shares sold on such day, the compensation payable by the Company to CF&Co with respect to such sales, and the Net Proceeds (as defined below) payable to the Company. The Company acknowledges and agrees that (i) there can be no assurance that...
FORM OF PLACEMENT NOTICE. Dear : This confirms our agreement to sell up to shares of Common Stock, par value $.01 per share, of Energen Corporation, an Alabama corporation (the “Company”), pursuant to the CONTROLLED EQUITY OFFERINGSM Sales Agreement executed between the Company and Cantor F▇▇▇▇▇▇▇▇▇ & Co.(“CF&Co.”) on , 2003 (the “Agreement”). Terms used herein but not defined herein shall have the meanings set forth in the Agreement. Number of Shares to be Sold: Minimum Price at which Share may be Sold: Date(s) on which Shares may be Sold: Underwriting Discount/Commission: Manner and capacity in which shares are to be Sold : By executing this draw down notice, the parties agree to comply with the aforementioned agreements, and to execute the transaction as described herein:
FORM OF PLACEMENT NOTICE. “From: [ ] [ ] Arcturus Therapeutics Holdings Inc. Cc: [ ] To: [C▇▇▇▇▇ F▇▇▇▇▇▇▇▇▇ & Co.] [W▇▇▇▇ Fargo Securities, LLC] [W▇▇▇▇▇▇ ▇▇▇▇▇ & Company, L.L.C.] Subject: [C▇▇▇▇▇ F▇▇▇▇▇▇▇▇▇] [W▇▇▇▇ Fargo Securities] [W▇▇▇▇▇▇ ▇▇▇▇▇ & Company, L.L.C.] —At the Market Offering—Placement Ladies and Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement, dated December 23, 2022, as amended by Amendment No. 1 to the Controlled Equity OfferingSM Sales Agreement, dated August 7, 2023 (as amended, the “Agreement”), by and among Arcturus Therapeutics Holdings Inc., a Delaware corporation (the “Company”), Cantor F▇▇▇▇▇▇▇▇▇ & Co., W▇▇▇▇ Fargo Securities, LLC, and W▇▇▇▇▇▇ ▇▇▇▇▇ & Company, L.L.C., I hereby request on behalf of the Company that the Designated Agent (as defined in the Agreement) sell up to [● ] shares of common stock, $0.001 par value per share, of the Company (the “Shares”), at a minimum market price of $[●] per share[; provided that no more than [●] Shares shall be sold in any one Trading Day (as such term is defined in Section 3 of the Agreement)]. Sales should begin [on the date of this Placement Notice] and end on [DATE] [until all Shares that are the subject of this Placement Notice are sold].”
FORM OF PLACEMENT NOTICE. Dear : This confirms our agreement to sell [ ] shares of Common Stock, par value $0.10 per share, of NATIONWIDE HEALTH PROPERTIES, INC., a Maryland corporation (the “Company”), pursuant to the CONTROLLED EQUITY OFFERINGSM Sales Agreement executed between the Company and Cantor ▇▇▇▇▇▇▇▇▇▇ & Co. (“CF&Co”) on · ·, 2007 (the “Agreement”). Terms used herein but not defined herein shall have the meanings set forth in the Agreement. Number of Placement Shares to be sold: Minimum price per share at which Placement Shares may be sold: Date(s) on which Placement Shares may be sold: Underwriting Discount/Commission per Placement Share: Manner and capacity in which Placement Shares are to be sold : By executing this Placement Notice, the parties agree to comply with the aforementioned agreements, and to execute the transaction as described herein:
FORM OF PLACEMENT NOTICE. From: T▇▇▇▇▇ ▇▇▇▇▇▇▇▇ President and Chief Executive Officer GENELUX CORPORATION Cc: [ ] To: Guggenheim Securities, LLC Subject: Guggenheim Securities, LLC—At the Market Offering—Placement Notice Ladies and Gentlemen: Pursuant to the terms and subject to the conditions contained in the Sales Agreement, dated February 2, 2024 (the “Agreement”), by and between Genelux Corporation, a Delaware corporation (the “Company”), and Guggenheim Securities, LLC (“Guggenheim”), I hereby request on behalf of the Company that Guggenheim sell up to [ ] shares of common stock, $0.001 par value per share, of the Company (the “Shares”), at a minimum market price of $ per share [; provided that no more than [ ] Shares shall be sold in any one Trading Day (as such term is defined in Section 3 of the Agreement)]. Sales should begin [on the date of this Placement Notice] and end on [DATE] [until all Shares that are the subject of this Placement Notice are sold]. T▇▇▇▇▇ ▇▇▇▇▇▇▇▇ – t▇▇▇▇▇.▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ L▇▇▇▇▇ ▇▇▇ – l▇▇▇▇▇.▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S▇▇▇ ▇▇▇▇▇▇ - S▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ J▇▇▇▇ ▇▇▇ - ▇▇▇▇▇.▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ M▇▇▇▇▇▇ ▇▇▇▇▇ - M▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇
FORM OF PLACEMENT NOTICE. Dear L▇▇▇▇: This confirms our agreement to sell Placement Shares of Anworth Mortgage Asset Corporation, a Maryland corporation (the “Company”) common stock, par value $0.01 per share pursuant to the CONTROLLED EQUITY OFFERINGSM Sales Agreement executed between the Company and Cantor F▇▇▇▇▇▇▇▇▇ & Co. (“CF&Co”) on December , 2002 (the “Agreement”). Terms used herein but not defined herein shall have the meanings set forth in the Agreement. Minimum Price at which Share may be Sold: Date(s) on which Shares may be Sold: Underwriting Discount/Commission: Manner and capacity in which shares are to be Sold: By executing this draw down notice, the parties agree to comply with the aforementioned agreements, and to execute the transaction as described herein:
FORM OF PLACEMENT NOTICE. Dear L▇▇▇▇: This confirms our agreement to sell Placement Shares of Anworth Mortgage Asset Corporation, a Maryland corporation (the “Company”) of (check one): common stock, par value $0.01 per share (“Common Placement Shares”).