Adjusted Conversion Ratio definition

Adjusted Conversion Ratio means that ratio having:
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Adjusted Conversion Ratio. [One Share for each RCPS] Total number of Shares to be issued: _____________ Shares
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Adjusted Conversion Ratio shall have the meaning set forth in Section 6(a).
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Examples of Adjusted Conversion Ratio in a sentence

  • For purposes hereof, 'Adjusted Conversion Ratio Termination Date" shall mean, with respect to any proposed Major Corporate Event for which a public announcement as contemplated by this Section 2(e)(ii) has been made, the date upon which the Company or other Person (in the case of clause (C) above) consummates or publicly announces the termination or abandonment of the proposed Major Corporate Event which was the subject of the previous public announcement.

  • From and after the Adjusted Conversion Ratio Termination Date, the Conversion Ratio shall be determined as set forth in Section 3(a).

  • In the event of attribution of bonus Shares, as well as in the event of division or consolidation of Ordinary Shares, the Adjusted Conversion Ratio shall be equal to the product of the Conversion Ratio in effect before the start of the operation in question and the following ratio: Number of Ordinary Shares comprising the share capital after the operation Number of Ordinary Shares comprising the share capital before the operation 3.

  • The “ Adjusted As Converted Number” means the product of (i) one share of Series 1d Preferred Stock multiplied by (ii) the Adjusted Conversion Ratio.

  • At the same time, the Ordinary Shares shall only give rise to the delivery of a full number of Ordinary Shares, with the payment of partial Shares being specified in the paragraph “Payment of partial shares” above.1.In the case of financial operations entailing a listed preferential subscription right, the Adjusted Conversion Ratio shall be equal to the product of the current Conversion Ratio before the start of the operation in question and the ratio below: 12This document is a free translation.

  • Notwithstanding any other provision of this Agreement, the IPO Valuation for purposes of determining an adjustment to the Conversion Ratio under this Section 4.10(e) shall in no event be deemed less than $400 million, regardless of whether the IPO Valuation is actually less than $400 million and, in such case, shall be $400 million for purposes of calculating the Adjusted Conversion Ratio in the formula above.

  • Parent and Newco hereby agree that the adjustment to the Merger Consideration for breaches of Article III shall be limited to an adjustment to the Initial Conversion Ratio to an Adjusted Conversion Ratio which is not greater than 10% less than the Initial Conversion Ratio, and no other property of the Shareholders or Option Holders shall be liable therefor, provided that such limitation shall not apply to claims against a Shareholder based upon the intentional fraud of such Shareholder.


More Definitions of Adjusted Conversion Ratio

Adjusted Conversion Ratio shall have the meaning set forth in Section 4.10(e).
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Related to Adjusted Conversion Ratio

  • Conversion Ratio means the ratio (expressed as the number of Shares to which one Warrant relates) specified by the Issuer, subject to adjustments in accordance with these Conditions.

  • Fixed Conversion Rates means the Maximum Conversion Rate and the Minimum Conversion Rate.

  • Interest Conversion Rate means the lesser of (a) the Conversion Price or (b) 90% of the lesser of (i) the average of the VWAPs for the five (5) consecutive Trading Days ending on the Trading Day that is immediately prior to the applicable Interest Payment Date or (ii) the average of the VWAPs for the five (5) consecutive Trading Days ending on the Trading Day that is immediately prior to the date the applicable Interest Conversion Shares are issued and delivered if such delivery is after the Interest Payment Date.

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Applicable Conversion Rate means the Conversion Rate in effect at any given time.

  • Daily Conversion Value means, for each of the 40 consecutive Trading Days during the Observation Period, 2.5% of the product of (a) the Conversion Rate on such Trading Day and (b) the Daily VWAP for such Trading Day.

  • Series A Conversion Rate means, as adjusted pursuant to Section 5.8(b)(vi)(E), the number of Common Units issuable upon the conversion of each Series A Preferred Unit, which shall be the quotient of (a) the sum of (i) the Series A Issue Price, plus (ii) any Series A Unpaid Distributions on the applicable Series A Preferred Unit, plus (iii) only for purposes of the definition of “Series A COC Conversion Rate,” any Series A Partial Period Distributions on the applicable Series A Preferred Unit, divided by (b) the Series A Issue Price.

  • Conversion Rate shall have the meaning specified in Section 14.01(a).

  • Conversion Value means the Fair Market Value of the aggregate number of shares of Common Stock into which a share of ESOP Preferred Stock is convertible.

  • Adjusted Dilution Ratio means, at any time, the rolling average of the Dilution Ratio for the 12 Calculation Periods then most recently ended.

  • Adjustment ratio means the value of index A divided by index

  • Base Conversion Price shall have the meaning set forth in Section 5(b).

  • Interest Conversion Price means, with respect to any Interest Date, that price which shall be computed as 100.0% of the arithmetic average of the Weighted Average Price of the Common Stock on each of the ten (10) consecutive Trading Days immediately preceding the applicable Interest Date (each, an “Interest Measuring Period”). All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction during such period.

  • Capitalization Ratio means, at any date of determination, the ratio of (a) Funded Debt to (b) Capitalization.

  • Adjusted Quick Ratio is the ratio of (a) Quick Assets to (b) Current Liabilities minus the current portion of Deferred Revenue.

  • Consolidated Capitalization Ratio on the last day of any fiscal quarter, the ratio of (a) Consolidated Total Indebtedness to (b) Consolidated Capital.

  • Adjusted Leverage Ratio means, on any date, the ratio of (a) Total Debt as of such date to (b) Adjusted Consolidated EBITDA for the period of four consecutive fiscal quarters of the Borrower most recently ended as of such date, all determined on a consolidated basis in accordance with GAAP.

  • Make-Whole Fundamental Change Conversion Period has the following meaning:

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • Adjusted Value as used in subdivision (d) means:

  • Initial Conversion Price has the meaning specified in Section 13.01.

  • Final Conversion Date means 5:00 p.m. in New York City, New York on the earlier to occur following the IPO of (i) the first Trading Day falling on or after the date on which the outstanding shares of Class B Common Stock represent less than ten percent (10%) of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock, (ii) the tenth (10th) anniversary of the IPO or (iii) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.

  • Forced Conversion Amount means the sum of (a) 100% of the aggregate Stated Value then outstanding and (b) all liquidated damages and other amounts due in respect of the Preferred Stock.

  • Applicable Conversion Price means the Conversion Price in effect at any given time.

  • Debt to Capitalization Ratio means, with respect to the Borrower, as of any date of determination, the ratio of (a) Total Debt for the Borrower as of such date to (b) Total Capitalization for the Borrower as of such date.

  • Mandatory Conversion Date has the meaning set forth in Section 7(a).