Conversion Value Sample Clauses

Conversion Value. For purposes of this Section 12 only, the ---------------- ---- Conversion Value of a share of Common Stock means:
Sample 1Sample 2See All (4)
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Conversion Value. The Conversion Value of each Series A Convertible Unit as of the Series A Convertible Unit Issue Date shall be zero. For each Initial Quarter, the Conversion Value shall be increased by an amount equal to the Conversion Value Cap less the per unit cash distribution paid with respect to each Participating Common Unit (excluding any Extraordinary Distributions) (the amount of such increase in any Initial Quarter, an “Initial Period Accretion Amount”). For each Subsequent Quarter, the Conversion Value shall be increased by an amount equal to the Conversion Value Cap less the per unit cash distribution paid with respect to each Series A Convertible Unit (excluding any Extraordinary Distributions) (the amount of such increase in any Subsequent Quarter, a “Subsequent Period Accretion Amount”). For the avoidance of doubt, the payment of an Extraordinary Distribution with respect to an Initial Quarter or Subsequent Quarter will not increase or decrease the Conversion Value of the Series A Convertible Units.
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Conversion Value. The price at which any Note may be converted into Preferred Stock (the "Preferred Stock Conversion Value") pursuant to subsection 1.10(a) shall, subject to adjustment as hereinafter provided, be three dollars and fifty cents ($3.50) in principal amount of the Note for each share of Preferred Stock. The price at which any Note may be converted into Common Stock (the "Common Stock Conversion Value") pursuant to subsection 1.10(b) shall, subject to adjustment as hereinafter provided, be one dollar ($1.00) in principal amount of the Note or in accrued and unpaid interest thereon for each share of Common Stock.
Sample 1
Conversion Value. If the Mandatory Conversion Event is an IPO, the Conversion Value is equal to the value of Thrucomm (the "Thrucomm Value"), minus the gross proceeds of the IPO (the "Gross Proceeds"). The Thrucomm Value shall be equal to the Gross Proceeds multiplied by the fraction of the number of authorized Common Shares sold in the IPO (the "Multiplier"). The total number of Common Shares of Thrucomm that may be sold in an IPO shall not exceed forty percent (40%) of the total number of authorized Common Shares of Thrucomm. If Mandatory Conversion should occur as a result of a Sale, Merger, or Investment, the Conversion Value shall be equal to the aggregate consideration received or proposed to be received in that Sale or Merger or the aggregate funds invested in an Investment. A Mandatory Conversion occurs, in the event of a Sale or Merger when (i) the Board of Directors of Thrucomm approve a proposed Sale or Merger, and (ii) the parties to the proposed Sale or Merger have executed an agreement of sale or merger that sets forth the consideration to be received by Thrucomm's shareholders, and is conditioned on such shareholder's approval. In any Mandatory Conversion Event, the Conversion Value shall not be less than $20 million.
Sample 1
Conversion Value. One share of Preferred B for one share of Common Stock - Converted at the option of the Holder.
Sample 1
Conversion Value. On the occurrence of an Exercise Event the Holder will receive, without the payment by the Holder of any additional consideration, a number of fully-paid non-assessable Common Shares in respect of each Warrant held as is computed by the following formula: X = Y --- Z where: X = the number of Warrant Shares that shall be issued to the Holder; Y = $1,000; and Z = the number determined as follows:
Sample 1

Related to Conversion Value

  • Conversion Price Adjustment In the event the Company, shall, at any time following the issuance of the Series A-1 Preference Shares, issue additional Common Shares in a financing transaction the sole purpose of which is to raise capital, at a price per share less than the Conversion Price then in effect, then the Conversion Price upon each such issuance shall be reduced to a price equal to the consideration paid for such additional Common Shares.

  • Adjustment of Conversion Price The Conversion Price shall be subject to adjustment from time to time as follows:

  • Calculation of Conversion Price The conversion price (the “Conversion Price”) shall equal the Variable Conversion Price (as defined herein) (subject to equitable adjustments for stock splits, stock dividends or rights offerings by the Borrower relating to the Borrower’s securities or the securities of any subsidiary of the Borrower, combinations, recapitalization, reclassifications, extraordinary distributions and similar events). The "Variable Conversion Price" shall mean 58% multiplied by the Market Price (as defined herein) (representing a discount rate of 42%). “Market Price” means the average of the lowest three (3) Trading Prices (as defined below) for the Common Stock during the ten (10) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. “Trading Price” means, for any security as of any date, the price at which trades occurred on the Over-the-Counter Bulletin Board, Pink Sheets electronic quotation system or applicable trading market (the “OTC”) as reported by OTC Markets on their website or, if the OTC is not the principal trading market for such security, the closing bid price of such security on the principal securities exchange or trading market where such security is listed or traded or, if no closing bid price of such security is available in any of the foregoing manners, the average of the closing bid prices of any market makers for such security that are listed in the “pink sheets”. If the Trading Price cannot be calculated for such security on such date in the manner provided above, the Trading Price shall be the fair market value as mutually determined by the Borrower and the holders of a majority in interest of the Notes being converted for which the calculation of the Trading Price is required in order to determine the Conversion Price of such Notes. “Trading Day” shall mean any day on which the Common Stock is tradable for any period on the OTC, or on the principal securities exchange or other securities market on which the Common Stock is then being traded. In all cases, the Conversion Price cannot be below a floor price of $.0005 per share.

  • Conversion Price Adjustments The conversion price shall be subject to adjustment (without duplication) from time to time as follows:

  • Adjustment of Conversion Rate The Conversion Rate shall be adjusted from time to time by the Company if any of the following events occurs, except that the Company shall not make any adjustments to the Conversion Rate if Holders of the Notes participate (other than in the case of (x) a share split or share combination or (y) a tender or exchange offer), at the same time and upon the same terms as holders of the Common Stock and solely as a result of holding the Notes, in any of the transactions described in this Section 14.04, without having to convert their Notes, as if they held a number of shares of Common Stock equal to the Conversion Rate, multiplied by the principal amount (expressed in thousands) of Notes held by such Holder.

  • Conversion Price The conversion price in effect on any Conversion Date shall be equal to $0.03, subject to adjustment herein (the “Conversion Price”).

  • Conversion Ratio Each share of Series A Preferred Stock shall be convertible, at the option of the holder thereof, at any time and from time to time, and without the payment of additional consideration by the holder thereof, into such number of fully paid and nonassessable shares of Common Stock as is determined by dividing the Series A Original Issue Price by the Series A Conversion Price (as defined below) in effect at the time of conversion. The “Series A Conversion Price” shall initially be equal to $0.71. Such initial Series A Conversion Price, and the rate at which shares of Series A Preferred Stock may be converted into shares of Common Stock, shall be subject to adjustment as provided below.

  • No Adjustment of Conversion Price No adjustment in the Conversion Price of a particular series of Preferred Stock shall be made in respect of the issuance of Additional Shares of Common unless the consideration per share (as determined pursuant to paragraph 4(d)(v)) for an Additional Share of Common issued or deemed to be issued by the Corporation is less than the Conversion Price in effect on the date of, and immediately prior to such issue, for such series of Preferred Stock.

  • Notice of Conversion Rate Adjustments Upon the effectiveness of any adjustment to the Conversion Rate pursuant to Section 5.05(A), the Company will promptly send notice to the Holders, the Trustee and the Conversion Agent containing (i) a brief description of the transaction or other event on account of which such adjustment was made; (ii) the Conversion Rate in effect immediately after such adjustment; and (iii) the effective time of such adjustment.

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