A-1 Preferred Stock definition
Examples of A-1 Preferred Stock in a sentence
Whenever the restrictions imposed by this Section 3 have terminated, a holder of a certificate for Restricted Stock, Series A-1 Preferred Stock, Series A-2 Preferred Stock or Series A-3 Preferred Stock as to which such restrictions have terminated shall be entitled to receive from the Corporation, without expense, a new certificate not bearing the restrictive legend set forth in Section 3.2 hereof and not containing any other reference to the restrictions imposed by this Section 3.
The holder of Restricted Stock, Series A-1 Preferred Stock, Series A-2 Preferred Stock or Series A-3 Preferred Stock shall not effect any Transfer until such opinion of counsel or representation letter of such holder has been given to and accepted by the Corporation (unless waived by the Corporation) or, if applicable, until registration of the Registrable Shares involved in the above-mentioned request has become effective under the Securities Act.
In addition, no Series A-1 Preferred Stock, Series A-2 Preferred Stock, the Series A-3 Preferred Stock or Restricted Stock shall be transferred unless, as conditions precedent to such transfer, the transferee thereof agrees in writing to be bound by the obligations of the transferring Stockholder hereunder.
The Series A-1 Preferred Stock, Series A-2 Preferred Stock, the Series A-3 Preferred Stock and the Restricted Stock shall not be transferable, except upon the conditions specified in this Section 3, which conditions are intended solely to ensure compliance with the provisions of the Securities Act in respect of the Transfer thereof.
In addition to setting forth the Recapitalization, the Restated Certificate also sets forth, among other things, the terms, designations, powers, preferences, and relative, participating, optional, and other special rights, and the qualifications, limitations and restrictions of the Series A-1 Preferred Stock, Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series A-4 Preferred Stock, Series A-5 Preferred Stock and Series A-6 Preferred Stock (as such terms are hereinafter defined).
The net proceeds received by the Corporation from the sale of the Series A-1 Preferred Stock shall be used by the Corporation generally for the purposes set forth in Schedule 5.17 attached hereto.
However, in the event of any subsequent capital raise involving the issuance of common stocks, preferred stocks, or any other equity- linked securities issued at a lower valuation than Series A-1 Preferred Stock, the conversion price shall be adjusted, following the issuance of any such additional capital raising, the subject conversion price shall be; ● (i) 0.7 (30% discount) to any future capital raise either via common equity, preferred stock or any other equity-linked securities.
Of the 120,521,039 shares of Preferred Stock, (i) 1 share is hereby designated as Series A-1 Preferred Stock (the “Series A-1 Preferred Stock”) and (ii) 120,521,038 shares are hereby designated as Series A-2 Preferred Stock (the “Series A-2 Preferred Stock”).
However, in the event of any subsequent capital raise involving the issuance of common stocks, preferred stocks, or any other equity- linked securities issued at a lower valuation than Series A-1 Preferred Stock, the conversion price shall be adjusted following the issuance of any such additional capital raising, the subject conversion price shall be; ● (i) 0.7 (30% discount) to any future capital raise either via common equity preferred stock or any other equity-linked securities.
During the period of October 22, 2020 and January 7, 2021, we issued 598,076 shares of our 5.50% Series A1 Preferred Stock and 8,360 shares of our 5.50% Series M1 Preferred Stock, for net proceeds of $13.7 million.