Common use of Conversion of Series B Preferred Stock Clause in Contracts

Conversion of Series B Preferred Stock. Each issued and outstanding share of Series B Preferred Stock (other than Dissenting Shares and shares to be canceled in accordance with Section 2.1(b)) shall be converted into the right to receive $1,095.3679 plus all accrued and unpaid dividends thereon through the Effective Time, in cash, without interest (the “Preferred Stock Merger Consideration,” and together with the Common Stock Merger Consideration, the “Merger Consideration”). As of the Effective Time, dividends shall cease to accrue on all such shares of Series B Preferred Stock, all such shares of Series B Preferred Stock shall no longer be outstanding and shall automatically be canceled and shall cease to exist, and each holder of a certificate which immediately prior to the Effective Time represented any such shares of Series B Preferred Stock (each, a “Series B Preferred Stock Certificate” ) shall cease to have any rights with respect to such securities, except the right to receive the Preferred Stock Merger Consideration to be paid in consideration therefor upon surrender of such Certificate in accordance with Section 2.2(b), without interest.

Conversion of Series B Preferred Stock. Each issued and outstanding share of Series B preferred stock, par value $0.001 per share, of the Company (“Company Series B Preferred Stock Stock”) issued and outstanding immediately prior to the Effective Time (other than Dissenting Shares and any shares of the Company Series B Preferred stock to be canceled in accordance with cancelled pursuant to Section 2.1(b2.1(e)) ), shall be converted converted, subject to Section 2.2(e), into the right to receive $1,095.3679 a number of shares of Parent Common Stock equal to the sum of (i) the Series B Preference Exchange Ratio plus all accrued and unpaid dividends thereon through the Effective Time, in cash, without interest (the “Preferred Stock Merger Consideration,” and together with ii) the Common Stock Merger Consideration, the “Merger Consideration”)Exchange Ratio. As of the Effective Time, dividends shall cease to accrue on all All such shares of Series B Preferred Stock, all such shares of Company Series B Preferred Stock shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist, and each holder of a certificate which immediately prior to the Effective Time represented previously representing any such shares shall thereafter represent the right to receive a certificate representing the shares of Parent Common Stock into which such Company Series B Preferred Stock (each, a “was converted in the Merger. Certificates previously representing shares of Company Series B Preferred Stock Certificate” ) shall cease to have be exchanged for certificates representing whole shares of Parent Common Stock and a check for any rights with respect to such securities, except the right to receive the Preferred cash in lieu of fractional shares of Parent Common Stock Merger Consideration to be issued or paid in consideration therefor upon the surrender of such Certificate certificates in accordance with the provisions of Section 2.2(b), without interest2.2.

Conversion of Series B Preferred Stock. Each issued and outstanding share of Series B Preferred Stock issued and outstanding as of the Effective Time (other than Dissenting Shares and shares to be canceled in accordance with Section 2.1(b)) shall be converted into the right to receive $1,095.3679 1,100.00 plus all accrued and unpaid dividends thereon through the Effective Time, in cash, without interest (the “Preferred Stock Merger Consideration,” and together with the Common Stock Merger Consideration, the “Merger Consideration”). As of the Effective Time, dividends shall cease to accrue on all such shares of Series B Preferred Stock, all such shares of Series B Preferred Stock shall no longer be outstanding and shall automatically be canceled and shall cease to exist, and each holder of a certificate which immediately prior to the Effective Time represented any such shares of Series B Preferred Stock (each, a “Series B Preferred Stock Certificate” and, together with the Common Stock Certificates, the “Certificates”) shall cease to have any rights with respect to such securities, except the right to receive the Preferred Stock Merger Consideration to be paid in consideration therefor upon surrender of such Series B Preferred Stock Certificate in accordance with Section 2.2(b), without interest.