Settlement upon Sample Clauses
Settlement upon. Conversion Upon conversion of any Note, we may choose to pay or deliver, as the case may be, either cash, shares of our common stock or a combination of cash and shares of our common stock, at our election. If we satisfy our conversion obligation solely in cash or through payment and delivery, as the case may be, of a combination of cash and shares of our common stock, the amount of cash and shares of common stock, if any, due upon conversion will be based on a daily conversion value calculated on a proportionate basis for each trading day in a 40 trading day observation period, as described under “Description of Notes—Conversion Rights—Settlement Upon Conversion” in the Preliminary Offering Memorandum. Use of Proceeds We estimate that the net proceeds to us from this offering will be approximately $76.0 million, after deducting the initial purchaser’s discount and commission and our estimated offering expenses. We expect to use the net proceeds from this offering to repurchase or exchange approximately $80.2 million aggregate principal amount of our outstanding 5.00% Convertible Senior Notes due 2024 (the “2024 notes”) in individual, privately negotiated transactions with existing holders thereof, to be entered into concurrently with this offering. Book-Running Manager R▇▇▇▇▇▇ J▇▇▇▇ & Associates, Inc. Concurrent Exchanges or Repurchases As described under “Offering Memorandum Summary—Concurrent Exchanges or Repurchases of 2024 Notes” in the Preliminary Offering Memorandum, contemporaneously with the pricing of this offering, we expect to enter into separate, privately negotiated transactions with certain holders of the 2024 notes to exchange or repurchase approximately $80.2 million aggregate principal amount of our 2024 notes for aggregate consideration consisting of approximately $81.1 million in cash, which includes accrued interest on such 2024 Notes, and approximately 466,368 shares of the Company’s common stock. Following the completion of the offering, the Company may engage in additional exchanges, or the Company may repurchase or induce conversions, of the existing 2024 notes. Holders of the existing 2024 notes that participate in any of these exchanges, repurchases or induced conversions may purchase or sell shares of the Company’s common stock in the open market to unwind any hedge positions they may have with respect to the existing 2024 notes or to hedge their exposure in connection with these transactions. These activities may adversely affe...
Settlement upon the occurrence of an event of default of any of the provisions of this Agreement, the Company shall have the right, in its sole discretion and without giving the Customer any additional notice, on any exchange or other market, to forthwith close and liquidate the Account, terminate any agreement with the Customer, sell any or all of the Customer’s Assets) and cancel any pending orders and/or close out anyoutstanding contracts or other instruments. The Customer shall no longer be able to access the platform and to initiate Market Orders. All Cash Margins shall become immediately payable to the Company who will automatically offset all of the Accounts (whether individuals or joint accounts) and transactions. Any amount remaining after the full recovery by the Company of its rights shall be recovered by the Customer. The Customer shall further be liable to the Companyfor the amount of all reasonable legal and other professional expenses incurred by the Company in connection or as a consequence of an Event of default. 44.
Settlement upon the expiration of this Section 7 which has a term of twenty years, the parties agree to negotiate in good faith to reach a settlement as to the remaining EDNLP Catalyst Balance. The parties recognize that the value of this settlement shall be dependent on the timing of the recoveries, the then-current market value of the Precious Metals, the expected recovery rates, and the recoveries previously credited to EDNLP during the term of this Section 7 of this Agreement. Upon termination of this Agreement, any amounts paid by BMS under Section 4.2 as a prepayment for Catalyst or Precious Metals and not used for refining or refabricating of Catalyst, and that has not been reimbursed by EDNLP to BMS under Section 5.1, shall be returned to BMS within thirty (30) days of the termination date.