Conversion to Equity. (a) After December 31, 2007, at any time during which Convertible Notes remain outstanding, up to all of the outstanding principal and accrued interest under any particular Convertible Note then outstanding may be converted, at the sole option of the holder thereof and by written notice to the Company, into shares of Common Stock of the Company at a conversion price equal to $2.50 per share.
Conversion to Equity. At any time prior to the Maturity Date, the Lender shall have the right to convert into Shares all or any part of:
Conversion to Equity. At any time, EMPLOYEE can request to receive Compensation in common stock of COMPANY with COMPANY's written approval. Compensation will be paid according a warrant package currently offered by COMPANY and must be stated by an amendment to this Agreement or by a separate written agreement between COMPANY and EMPLOYEE.
Conversion to Equity. Notwithstanding anything to the contrary in this Agreement, Creditor may at any time convert the Creditor Loan and any interest thereon into equity of Clarus.
Conversion to Equity. In the alternative to the repayment of those monies described in paragraph above hereof and at the option of the Lender, at any time after the execution of this Agreement, the full or partial payment of the Loan outstanding from time to time, together with any accrued interest thereon (hereinafter collectively called the "Debt") can be converted to equity in the capital stock of the Company by the allotment and issuance to the Lender of common shares or preferred shares in the share capital of the corporation. If the Lender shall elect to convert the Debt into shares, the Lender shall give notice thereof to the Borrower at its office located at 000 Xxxx Xxxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx,00000. Upon notice being given pursuant to this section, the Company shall provide the Lender with a Subscription Agreement to be executed for the common or preferred shares in the Company for consideration according to Conversion Rights and Preferences (the “Conversion Rate”) which will be negotiated at the time of Conversion. The Conversion Rate shall at no time cause the Lender to receive equity in the capital stock of the Company that equals more than Ten Percent (10%) of the issued and outstanding shares of the Company On or after the Conversion, the Company shall as soon as practicable deliver to the Lender share certificates in amounts equivalent to the Debt calculated in accordance with the Conversion Rate negotiated.
Conversion to Equity. In the event C&C elects to convert the unpaid portion of the Loan to equity pursuant to Section 3.4 above, a new selected issue of shares shall be directed to C & C by Jesperator whereby C & C shall subscribe for such shares and pay the subscription price by way of setting off in full the unpaid portion of the Loan against the issue price. The number of shares of Common Stock of Jesperator (“Common Stock”) to be issued shall be calculated according to the following formula: X = DO SO CV Where:
Conversion to Equity. Prior to the third anniversary of the Effective Date, Lenders shall have the right at their election, but not the obligation, to convert up to fifteen percent (15.00%) of the outstanding aggregate principal amount of the Term Loans into (at the Lenders’ option) new ordinary shares of Parent, which shall be delivered in the form of ADSs of Parent (on a ratio of 1 ADS per 10 ordinary shares, or the ratio contemporarily in application at the time of conversion) at a price per ADS equal to $11.21 (which price shall be subject to appropriate adjustment for any stock split, stock dividend, combination, or other recapitalization or reclassification effected after the date hereof) based on the exchange rate then in effect. Such ordinary shares of Parent delivered in the form of ADSs of Parent shall be referred to herein as “Parent Equity.” To exercise their rights under this Section 2.10, by giving a written notice substantially in the form of Schedule 2 hereto (a “Notice of Conversion”), the Lenders shall notify Parent of the amount of the Term Loans that is to be converted into Parent Equity. In the event the Lenders elect to convert a portion of the principal amount of the Term Loans into Parent Equity, then the relevant principal amount of the Term Loans shall not be repaid in cash but shall remain outstanding as a payable (without accruing interest) (the relevant “ADS Payable”) due by Parent as from valid delivery of an executed Notice of Conversion in relation to such principal amount of the Term Loans, and which payable shall need to be contributed in kind by the Lenders to Parent within the context of a capital increase by Parent within the framework of the authorised capital of Parent (the “Contribution of an ADS Payable”) against the issuance by Parent of the relevant number of new ordinary shares of Parent, which shall be delivered in the form of the relevant ADSs of Parent. For the purpose of Contribution of an ADS Payable, the amount of the relevant ADS Payable shall be converted into euro on the basis of the relevant USD/EUR exchange ratio as shall be published by the European Central Bank (“ECB”) on xxxxx://xxx.xxx.xxxxxx.xx/stats/policy_and_exchange_rates/euro_reference_exchange_rates/html/index.en.html (or such other relevant website of the ECB) (the “Exchange Rate”) on the Trading Day preceding the date of the relevant notarial deed in which the issuance of the relevant ordinary shares of Parent underlying the ADSs of Parent and the corresponding...
Conversion to Equity. Notwithstanding anything to the contrary in this Agreement, Creditors may at any time convert the Creditor Indebtedness and any interest thereon into equity of BDI.
Conversion to Equity. RTIN and W/F agree that at such time as W/F has completed its purchase of the Judgment from Oxford, W/F shall have the right to convert its Judgment into shares of common stock of RTIN. Conversion shall be at W/F's option and the number of shares of common stock to be received upon conversion shall be based upon the lesser of a) the closing bid price on the day immediately preceding this Agreement ($.09 per share), or b) the average closing bid price for RTIN stock for the five-day trading period immediately preceding the date of conversion, less a discount of 25%, which shall be considered the beneficial conversion feature. If W/F has not elected to so convert within 90 days of the date of this Agreement, the Judgment shall be due and payable.
Conversion to Equity. If the Loan (together with accrued and unpaid interest thereon) has not been repaid in full on or before the one year anniversary of the Closing Date and Dynegy does not exercise the Dynegy Repayment Option (as defined in the LLC Agreement Form) in full, as contemplated in Section 4.11(a) of the LLC Agreement Form, then the Loan, at the option of the Lenders, will be subject to conversion into equity of the Borrower as provided for in Section 4.11(b) of the LLC Agreement Form. Any unconverted portion of the Loan which remains outstanding after the one year anniversary of the Closing Date shall bear interest at the 18% per annum rate described above under “Stated Coupon”. No portion of the Loan shall convert to equity in the Borrower to the extent repaid prior to the one year anniversary of the Closing Date. Attached to this term sheet as Schedule I are sample calculations of the conversion mechanics described herein. ECP Equity $ 415 12.1 % Dynegy Equity 770 22.4 % Total equity 1,185 34.5 % Term Loan B 1,850 53.9 % ECP Bridge 400 11.6 % Total Uses $ 3,435 100.0 % Purchase Price $ 3,300 Financing Fees $ 105 Expenses $ 30 Total Uses $ 3,435 Initial equity contribution ECP equity $ 415 35.0 % DYN equity $ 770 65.0 % Total equity $ 1,185 Convertible PIK Facility Initial Amount $ 400 Interest (assume 100% PIK) 11.0 % Punitive Dilution Percentage 50.0 % Outstanding Principal Amount @ Maturity $ 444 Assumed DYN repayment % 65.0 % DYN Repayment Amount $ 289 ECP automatic conversion % 35.0 % ECP automatic conversion amount ($) $ 155 ECP optional conversion of DYN’s unpaid 65% 100.0 % $ amount (incl. punitive dilution) — ECP optional conversion of its 35% 100.0 % $ amount — Total ECP Conversion Amount $ 155 Loan amount remaining $ 0 Pro forma ownership - w/ dilution Initial ECP equity $ 415 25.5 % Initial DYN equity $ 770 47.3 % ECP Conversion Amount $ 155 9.5 % DYN Conversion Amount $ 289 17.7 % Total equity $ 1,629 ECP ownership 35.0 % DYN ownership 65.0 % Note: all conversion and dilution calculations shall be based on capital contributions (no market value concept) EXHIBIT D
