Conversion Events definition
Examples of Conversion Events in a sentence
The events set forth in Sections 2(a)(i) and (ii) are defined as "Conversion Events." The number of shares of Common Stock to be issued upon conversion of the Note (the "Conversion Shares") shall be equal to one (1) share of Common Stock for each $.80 in principal amount of the Note and accrued Interest thereon being converted (the "Conversion Amount"), subject to adjustment from time to time pursuant to paragraph (f) of this Section 2.
This Note is one of a series of Notes of like tenor issued in an original aggregate principal amount of up to the Credit Limit under the Loan Agreement (plus such additional principal amounts of Notes that may be permitted to be issued as a result of Conversion Events and subsequent issue of Notes in accordance with the Loan Agreement.
This provision shall similarly apply to successive Conversion Events.
For the avoidance of doubt, this Convertible Note Hedge shall expire on the Expiration Date, with no further payments or deliveries required hereunder (other than payments and deliveries owing hereunder with respect to Conversion Events occurring, and as to which Deutsche has received notice, on or prior to the Expiration Date), as if this Transaction were an Option Transaction for purposes of the Equity Definitions.
The Preferred Stock shall be mandatorily convertible into shares of Thrucomm's Common Stock ("Underlying Shares") upon the earliest to occur of one of the following events: (i) the completion of an initial public offering of Thrucomm's Common Stock (an "IPO"), (ii) the sale of all or substantially all of the assets of Thrucomm (a "Sale"), or (iii) the merger of Thrucomm into a non-affiliated entity, whereby Thrucomm is not the surviving entity (a "Merger") (collectively, the "Mandatory Conversion Events").
The parties hereto acknowledge, consent and agree to the terms of the First Tier Amendment (including the waiver granted by the SPV thereunder of breaches arising from the Subject Conversion Events).
If no such Notice of Conversion Event is given within ten (10) days of the occurrence of one of the automatic Conversion Events, the Company may commence the conversion on such tenth day (the earlier of the receipt of the Notice of Conversion Event or such tenth day, the "Commencement Date").
The Company, at its election, may convert one fifth of the Preferred for every $15 million raised through one or more Conversion Events until all of the Preferred is converted.
Subscription Documents, excluding applicable tax forms, representing not less than 70% of the Socati Shares, excluding any Socati Shares issuable in connection with any Socati Conversion Events and Socati Settlements, shall have been executed and delivered to Yooma.
Except as required to consummate the Conversion Events or as described on Schedule 4.3, the issuance and sale of the Shares hereunder will not obligate the Company to issue shares of Common Stock or other securities to any other Person (other than the Investors) and will not result in the adjustment of the exercise, conversion, exchange or reset price of any outstanding security.