Mezzanine Investments means debt Securities (including convertible debt Securities (other than the “in-the-money” equity component thereof)) and Preferred Stock in each case (a) issued by public or private issuers, (b) issued without registration under the Securities Act, (c) not issued pursuant to Rule 144A under the Securities Act (or any successor provision thereunder), (d) that are not Cash Equivalents and (e) contractually subordinated in right of payment to other debt of the same issuer.
Special Purpose Investment Personnel means each SEI Access Person who, in connection with his or her regular functions (including, where appropriate, attendance at Board meetings and other meetings at which the official business of a Trust or any Fund thereof is discussed or carried on), obtains contemporaneous information regarding the purchase or sale of a Security by a Fund. Special Purpose Investment Personnel shall occupy this status only with respect to those Securities as to which he or she obtains such contemporaneous information.
Prior Period Investments means investments made in a previous evaluation period that are outstanding as of the examination date.
PIPE Investment has the meaning specified in the Recitals hereto.
Alternative Investments means investments in the said State which are within the ability and competence of the Company or of corporations which are related to the Company for the purposes of the Companies (Western Australia) Code and which are approved by the Minister from time to time as alternative investments for the purpose of this Agreement (which approval shall not be unreasonably withheld in the case of an investment which would add value or facilitate the addition of value, beyond mining, to the mineral resources of the said State); ”;
Performing Cash Pay Mezzanine Investments means Mezzanine Investments (a) as to which, at the time of determination, not less than 2/3rds of the interest (including accretions and “pay-in-kind” interest) for the current monthly, quarterly, semi-annual or annual period (as applicable) is payable in cash and (b) which are Performing.
Equity Investments shall have the meaning provided in the preamble to this Agreement.
Investment Assets means all debentures, notes and other evidences of Indebtedness, stocks, securities (including rights to purchase and securities convertible into or exchangeable for other securities), interests in joint ventures and general and limited partnerships, mortgage loans and other investment or portfolio assets owned of record or beneficially by the Company.
Other Investments means assets which are not Direct Investments or Underlying Funds.
Investment Accounts means the Collateral Account, Securities Accounts, Commodities Accounts and Deposit Accounts.
Qualified equity investment means any equity investment in, or long-term debt security issued by, a qualified community development entity that:
Eligible Investments mean book-entry securities, negotiable instruments or securities represented by instruments in bearer or registered form which evidence:
Performing Non-Cash Pay Mezzanine Investments means Performing Mezzanine Investments other than Performing Cash Pay Mezzanine Investments.
Nonpurpose Investment means any investment property, as defined in section 148(b) of the Code, in which Gross Proceeds of the Bonds are invested and which is not acquired to carry out the governmental purposes of the Bonds.
Eligible Investment means any investment that at the time of its acquisition is one or more of the following:
Investments means, with respect to any Person, all investments by such Person in other Persons (including Affiliates) in the form of loans (including guarantees), advances or capital contributions (excluding accounts receivable, trade credit and advances to customers and commission, travel and similar advances to officers, employees and consultants made in the ordinary course of business), purchases or other acquisitions for consideration of Indebtedness, Equity Interests or other securities issued by any other Person and investments that are required by GAAP to be classified on the balance sheet of the Issuer in the same manner as the other investments included in this definition to the extent such transactions involve the transfer of cash or other property. For purposes of the definition of “Unrestricted Subsidiary” and Section 4.04:
Permitted Cash Equivalent Investments means (i) marketable direct obligations issued or unconditionally guaranteed by the United States or any agency or any State thereof having maturities of not more than two (2) years from the date of acquisition, (ii) time deposits or insured certificates of deposit or bankers’ acceptances having maturities of not more than two (2) years from the date of acquisition maintained with any commercial bank organized under the laws of the United States of America that is a member of the Federal Reserve System, (iii) commercial paper maturing no more than one (1) year after its creation and having the highest or second highest rating from either Standard & Poor’s Ratings Group or Xxxxx’x Investors Service, Inc. and (iv) Investments in money market investment programs administered by reputable financial institutions, the portfolios of which are limited solely to Investments of the character, quality and maturity described in the foregoing clauses (i) through (iii).
PIPE Investment Amount means the aggregate gross purchase price received by Acquiror prior to or substantially concurrently with Closing for the shares in the PIPE Investment.
Investment Vehicles means any investment company or pooled investment fund, including, but not limited to, mutual fund families, exchange-traded funds, fund of funds and hedge funds, in which a Defendant has or may have a direct or indirect interest, or as to which its affiliates may act as an investment advisor, but of which a Defendant or its respective affiliates is not a majority owner or does not hold a majority beneficial interest.
Permitted Investment means an Investment by the Company or any Restricted Subsidiary in:
Liquid Investments means (a) readily marketable direct full faith and credit obligations of the United States of America or obligations unconditionally guaranteed by the full faith and credit of the United States of America; (b) commercial paper issued by (i) any Lender or any Affiliate of any Lender or (ii) any commercial banking institutions or corporations rated at least P-1 by Moody’s or A-1 by S&P; (c) certificates of deposit, time deposits, and bankers’ acceptances issued by (i) any of the Lenders or (ii) any other commercial banking institution which is a member of the Federal Reserve System and has a combined capital and surplus and undivided profits of not less than $250,000,000 and rated Aa by Moody’s or AA by S&P; (d) repurchase agreements which are entered into with any of the Lenders or any major money center banks included in the commercial banking institutions described in clause (c) and which are secured by readily marketable direct full faith and credit obligations of the government of the United States of America or any agency thereof; (e) investments in any money market fund which holds investments substantially of the type described in the foregoing clauses (a) through (d); (f) readily and immediately available cash held in any money market account maintained with any Lender; provided that, such money market accounts and the funds therein shall be unencumbered and free and clear of all Liens and other third party rights other than a Lien in favor of the Administrative Agent pursuant to the Security Documents; and (g) other investments made through the Administrative Agent or its Affiliates and approved by the Administrative Agent. All the Liquid Investments described in clauses (a) through (d) above shall have maturities of not more than 365 days from the date of issue.
Private Investment means a securities offering that is exempt from registration under certain provisions of the U.S. securities laws and/or similar laws of non-U.S. jurisdictions. It includes investments in hedge funds, private equity funds, limited partnerships, real estate, peer to peer lending clubs and private businesses.
Qualified Investments means any and all securities, obligations or accounts in which municipalities may invest their funds under applicable Maine law.
Equity Investment means (i) an Equity Security; and (ii) an ownership interest in any company or other entity, any membership interest that includes a voting right in any company or other entity, any interest in real estate; and any investment or transaction which in substance falls into any of these categories even though it may be structured as some other form of investment or transaction.
Certainly! Mezzanine investments often involve a mix of debt securities, such as convertible debt securities and preferred stock. They're usually issued by public or private entities without Securities Act registration and aren't typically part of Rule 144A offerings. These investments are contractually subordinated in payment rights to other debts of the same issuer, making them a bit riskier but potentially offering higher returns.
Let's break down the concepts mentioned in the text:
Mezzanine Investments:
- Debt Securities: Includes convertible debt securities, not part of equity, and usually issued without Securities Act registration.
- Preferred Stock: Represents ownership but usually lacks voting rights. In this context, it's a form of investment.
- Contractual Subordination: These investments have a lower priority for repayment compared to other debts from the same issuer.
Special Purpose Investment Personnel:
- These individuals gain contemporaneous information about Security purchases or sales related to a Fund during their regular functions or meetings.
Prior Period Investments:
- Investments made in a previous evaluation period that are still active as of the examination date.
PIPE Investment:
- The specific type of investment as specified in the agreement's recitals.
Alternative Investments:
- Investments approved by the Minister in the context of the Companies (Western Australia) Code.
Performing Cash Pay Mezzanine Investments:
- Mezzanine investments where a significant portion of the interest (at least 2/3rds) for a period is payable in cash and are currently performing.
Equity Investments:
- The meaning of this term is provided in the agreement's introduction.
Investment Assets:
- All assets owned by the Company, including debentures, stocks, securities, joint venture interests, etc.
Other Investments:
- Assets that do not fall under Direct Investments or Underlying Funds.
Investment Accounts:
- Various accounts like Collateral, Securities, Commodities, and Deposit Accounts used for investment purposes.
This document also includes various definitions like Qualified Equity Investment, Eligible Investments, Nonpurpose Investment, Eligible Investment, Investments, Permitted Cash Equivalent Investments, PIPE Investment Amount, Investment Vehicles, Permitted Investment, Liquid Investments, Private Investment, Qualified Investments, and Equity Investment, each specifying different types or criteria for investments.
Understanding these terms is crucial for comprehending the various aspects and regulations within the investment landscape.
