AC Warrants definition
Examples of AC Warrants in a sentence
At Investor’s expense, the Company will execute and deliver such reasonable documentation as a pledgee or secured party of such securities may reasonably request in connection with a pledge or transfer of the Series C Preferred Stock, Shares, AC Warrants, BC Warrants, or Warrant Shares.
Until the later of (i) five (5) years from the Final Closing after such date or (ii) the date that all Series C Preferred Stock, AC Warrants, and BC Warrants issued in the Offering have been converted, exercised, redeemed or expired, and all Registrable Securities have been sold, the Company covenants to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act.
Investor may assign any or all of its rights under this Subscription Agreement to any Person to whom Investor assigns or transfers any of the Series C Preferred Stock, Shares, AC Warrants, BC Warrants, Warrant Shares, or Dividend Shares, provided such transferee agrees in writing to be bound, with respect to such transferred securities, by the provisions hereof that apply to the Investor.
From the date hereof until the date that less than 20% of the BC Warrants remain outstanding and unexercised, the Company shall be prohibited from effecting or entering into an agreement to effect any financing involving a “Variable Rate Transaction” unless the Company obtains express written consent and authorization from the holders of at least fifty-one (51%) percent of the then-outstanding and unexercised AC Warrants and BC Warrants.
For clarification purposes, this provision constitutes a separate right granted to each Investor by the Company and shall not in any way be construed as the investors in the Offering acting in concert or as a group with respect to the purchase, disposition or voting of the Series C Preferred Stock, Shares, AC Warrants, BC Warrants, Warrant Shares, Dividend Shares or otherwise.
In addition, the Class C Preferred Stock and Dividend Shares will have certain weighted-average anti-dilution rights for issuances below $1.05 per share as described in the Certificate of Designation, the AC Warrants will have certain weighted-average anti-dilution rights for issuances below $1.50 per share as described in the form of AC Warrant, and the BC Warrants will have certain weighted-average anti-dilution rights for issuances below $2.00 per share as described in the form of BC Warrant.
The Series C Preferred Stock, the Shares, the AC Warrants the BC Warrants, the Warrant Shares, and the Dividend Shares shall receive customary adjustment in connection with forward or reverse stock splits, stock dividends, recapitalizations, reclassification, mergers or consolidations and the like.
The Company shall honor conversions of the Series C Preferred Stock and exercises of the AC Warrants and BC Warrants and shall deliver the underlying Shares, Warrant Shares, or Dividend Shares (if applicable), respectively, in accordance with the terms, conditions and time periods set forth in this Subscription Agreement and the Certificate of Designations and the form of AC Warrant and BC Warrant.
In the event that the Units are sold at the Maximum Offering, the Investor acknowledges and agrees that the Company will have an insufficient number of authorized common shares to reserve the required shares that it may be obligated to issue upon the conversion of the Class C Preferred Shares and the exercise of the AC Warrants and the BC Warrants.