Examples of Common Conversion Shares in a sentence
The offer, sale and issuance of the Convertible Debentures, the Preferred Conversion Shares and the Common Conversion Shares (collectively, the "Securities") will be exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), and will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of any applicable state securities laws.
At any time after its issuance the holder of such Series B Preferred, at its option, may convert all or part of its Series B Preferred into One Thousand Nine Hundred Fourteen (1,914) shares of Common Conversion Shares per share of Series B Preferred (a “Discretionary Conversion”).
The "Fully Diluted Common Stock Number" shall mean (x) the total number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time (including the total number of Common Conversion Shares) plus (y) the total number of shares of Company Common Stock issuable upon exercise of Options (as defined in Section 1.7.2(e) below) outstanding immediately prior to the Effective Time and regardless of restrictions on exercise.
Without limiting the generality of the foregoing, all representations, covenants and agreements benefiting the Purchasers shall inure to the benefit of any and all subsequent holders from time to time of the Preferred Stock, the Warrants, the Common Conversion Shares and the Preferred Conversion Shares.
No Person possesses any right of first refusal, preemptive rights or similar rights in respect of (i) the Notes or Warrants, (ii) the New Securities to be issued to the Purchasers upon conversion of the Notes, if applicable, (iii) the Common Conversion Shares to be issued upon conversion of the New Securities or the Notes, as applicable, or (iv) the Warrant Shares to be issued upon exercise of the Warrants.
As a condition of granting any transferee of Securities or Common Conversion Shares any rights pursuant to any of the Transaction Documents, any such transferee shall agree in writing to be bound by the terms of this Agreement and the Registration Rights Agreement and shall have the rights and obligations of a Purchaser under this Agreement and the Registration Rights Agreement.
At any time after its issuance the holder of such Parent Preferred Stock, at its option, may convert all or part of its Parent Preferred Stock into [—] ([—]) shares of Common Conversion Shares per share of Parent Preferred Stock (a “Discretionary Conversion”).
Notwithstanding anything in this Section (C)(2) of Article FOURTH to the contrary, shares of the Corporation's capital stock issued or issuable pursuant to the Corporation's 1997 Stock Incentive Plan shall be ignored for purposes of determining the number of Aggregate Common Conversion Shares and making the other calculations pursuant to such Section.
The Common Conversion Shares have been duly authorized and reserved, and upon issuance in accordance with the terms of the Certificate of Designation, will be validly issued and outstanding, fully paid and nonassessable.
Without limiting the generality of the foregoing, all representations, covenants and agreements benefiting the Purchasers shall inure to the benefit of any and all subsequent holders from time to time of the Notes, the Warrants, the Common Conversion Shares, the Preferred Conversion Shares or the Preferred Shares.