Optional Conversions Sample Clauses
The Optional Conversions clause allows one party, typically an investor or lender, to convert their interest—such as preferred shares or convertible debt—into another form of security, usually common shares, at their discretion. This conversion is often triggered by specific events or at any time during a defined period, and the terms, such as conversion ratios or price adjustments, are clearly outlined in the agreement. The core function of this clause is to provide flexibility and potential upside to the holder, enabling them to benefit from favorable changes in the company’s value or structure while managing investment risk.
Optional Conversions. The Holder may elect to convert all or any portion of the principal amount of this Note then outstanding (plus accrued but unpaid interest thereon) into shares of Common Stock of the Company at any time on or prior to the Maturity Date and on or after the fifth (5th) Business Day after the Annual Meeting, but only if the Shareholder Approval shall have been obtained at the Annual Meeting or thereafter.
Optional Conversions. Borrower may on any Banking Day, upon notice given to the Administrative Agent not later than 9:00 a.m. (California time) on the third U.S. Government Securities Business Day prior to the date of a proposed Conversion if the Conversion is into SOFR Advances, or one Banking Day prior to the date of a proposed Conversion if the Conversion is into Alternate Base Rate Advances, and subject to the provisions of Section 3.5, Convert all or any portion of the Advances of one Type outstanding under the Revolving Facility (and, in the case of SOFR Advances, having the same Interest Period) into Advances of the other Type under the Revolving Facility; provided that any Conversion of SOFR Advances into Alternate Base Rate Advances on other than the last day of an Interest Period for such SOFR Advances shall be subject to Section 3.1(f), any Conversion of Alternate Base Rate Advances into SOFR Advances shall be in an amount not less than $1,000,000 or integral multiples of $500,000 in excess thereof and no Conversion of any Advances shall result in more than five (5) separate Interest Periods being outstanding under the Revolving Facility. Each such notice of Conversion shall be made pursuant to a Request for Continuation/Conversion and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the aggregate amount and Type of the Advances (and, in the case of SOFR Advances, the Interest Period therefor) to be Converted and
Optional Conversions. The Borrower may, at its option, (i) on the last day of any Settlement Period, convert a Direct Lender Eurodollar Rate Advance into a Direct Lender Alternate Base Rate Advance, (ii) on the last day of any Settlement Period, continue a Direct Lender Eurodollar Rate Advance as a Direct Lender Eurodollar Rate Advance, and (iii) on any Business Day, convert a Direct Lender Alternate Base Rate Advance into a Direct Lender Eurodollar Rate Advance; provided, that, except as otherwise provided in this Agreement to the contrary, the Borrower shall deliver to the Program Agent and the Direct Lenders written notice (each such notice a "Notice of Conversion or Continuation") in the form of Exhibit E hereto (which notice shall be irrevocable and effective only upon receipt by the Program Agent and the Direct Lenders) by 12:00 noon, New York time, not less than two (2) Business Days prior to the date of each such conversion or continuation. Each Notice of Conversion or Continuation shall specify (x) the amount of each Advance to be continued or converted, (y) the date of such continuation or conversion, and (z) if such Advance is to be converted into a Direct Lender Eurodollar Rate Advance, the Settlement Period. If the Borrower fails to give a Notice of Conversion or Continuation for any Advance maintained by a Direct Lender in accordance with the terms hereof, the Borrower shall be deemed to have elected on the last day of the Settlement Period applicable to such Advance to convert such Advance to, or continue such Advance as, a Direct Lender Eurodollar Rate Advance with a Settlement Period of one day.
Optional Conversions. Subject to Section 2.9, the Borrowers may, at their option, (i) on the last day of any Interest Period, convert a LIBOR Rate Advance into a Base Rate Advance, (ii) on the last day of any Interest Period, continue a LIBOR Rate Advance as a LIBOR Rate Advance, and (iii) on any Banking Day, convert a Base Rate Advance into a LIBOR Rate Advance; provided, that, except as otherwise provided in this Agreement to the contrary, the Borrowers shall deliver to the Administrative Agent (which will promptly send a copy to each Bank) a Notice of Conversion or Continuation by 11:00 A.M., New York City time, (A) in the case of clauses (ii) and (iii) above, not less than three Banking Days prior to the date of each such conversion or continuation, and (B) in the case of clause (i) above, on or prior to the date of such conversion. Each Notice of Conversion or Continuation shall specify (x) the amount of each Advance to be continued or converted, (y) the date of such continuation or conversion, and (z) the type of Advance to be continued or converted (and in the case of a conversion, the type of Advance to result from such conversion and, if such Advance is to be converted into a LIBOR Rate Advance, the Interest Period).
Optional Conversions. Subject to and in compliance with the provisions of this Section 5, during or at the conclusion of the Term, the Convertible Note may, at the option of the Holder, be converted at any time into fully-paid and nonassessable shares of Common Stock. The number of shares of Common Stock to which the Holder shall be entitled to at any time upon conversion of the Note (the "Issuable Shares") shall be based on the Applicable Conversion Rate (as defined in Section 5(b)) then in effect and shall be subject to the Conversion Cap (defined in Section 5(d) below). The Holder's right to convert the Note shall apply with respect to the entire Convertible Note Amount (but not less than the entire Convertible Note Amount).
Optional Conversions. The Borrower may, at its option, (i) on the last day of any Interest Period, convert a Eurodollar Loan into a Base Rate Loan, (ii) on the last day of any Interest Period, continue a Eurodollar Loan as a Eurodollar Loan, and (iii) on any Business Day, convert a Base Rate Loan into a Eurodollar Loan; provided, that, except as otherwise provided in this Agreement to the contrary, the Borrower shall deliver to the Bank a Notice of Conversion or Continuation by 11:00 A.M., New York City time, (A) in the case of clauses (ii) and (iii) above, not less than three Business Days prior to the date of each such conversion or continuation, and (B) in the case of clause (i) above, on or prior to the date of such conversion. Each Notice of Conversion or Continuation shall specify (x) the amount of each Loan to be continued or converted, (y) the date of such continuation or conversion, and (z) the type of Loan to be continued or converted (and in the case of a conversion, the type of Loan to result from such conversion and, if such Loan is to be converted into a Eurodollar Loan, the Interest Period). If the Borrower shall fail to timely send a Notice of Conversion or Continuation in respect of any Eurodollar Loan, such Loan shall automatically be converted into a Base Rate Loan as of the end of the applicable Interest Period for such Eurodollar Loan.
Optional Conversions