Conversion Share Cap definition

Conversion Share Cap means the number of shares of Common Stock equal to (i) 19.99% of the total number of shares of Common Stock outstanding as of the Issue Date, divided by (ii) 100,000 (such number of shares subject to proportionate adjustment for share dividends, share splits or share combinations with respect to the Common Stock).

Conversion Share Cap shall have the meaning set forth in Section 4(i).

Conversion Share Cap means initially, as of the date of this Agreement, for each share of Series A Convertible Preferred Stock converted, the quotient obtained by dividing (x) 20% of the total Common Stock outstanding as of the Initial Issue Date by (y) the number of shares of Series A Convertible Preferred Stock issued prior to such time (whether or not any or all of such shares remain outstanding). The Conversion Share Cap shall be adjusted in a manner inversely proportional to adjustments to the Conversion Price pursuant to Sections 7.6(a), (b), (c), (d) and (e) and shall be adjusted for any shares of Series A Convertible Preferred Stock issued pursuant to Section 6.4(a)(iii); provided that until the date of the Requisite Stockholder Approval, the Conversion Share Cap shall include any shares of Series A Convertible Preferred Stock that would, when issued, result in an issuance at a price below the Minimum Price of an amount of shares of Common Stock equal to or in excess of 20% of the number of the total Common Stock outstanding as of the Initial Issue Date in accordance with Section 312.03(c) of the NYSE Listing Company Manual; provided further that until the date of the Requisite Stockholder Approval, in the case of the AE Investor, the Conversion Share Cap shall include any shares of Series A Convertible Preferred Stock that would, when issued, result in an issuance at a price below the Minimum Price of an amount of shares of Common Stock up to 1% of the number of the total Common Stock outstanding as of the Initial Issue Date in accordance with Section 312.03(b)(i) of the NYSE Listing Company Manual.

Examples of Conversion Share Cap in a sentence

• Notwithstanding anything to the contrary herein, the number of shares of Common Stock deliverable per share of Series A Convertible Preferred Stock upon conversion, redemption or repurchase of the Series A Convertible Preferred Stock shall not exceed the Conversion Share Cap unless the Corporation shall have obtained the Requisite Stockholder Approval.

• For the avoidance of doubt, the adjustments provided in this Section 7.7 may not result in the Holders exceeding the Beneficial Ownership Limitation or, until such time as the Requisite Stockholder Approval has been obtained, the Conversion Share Cap per share of Series A Convertible Preferred Stock.

• Following the Corporation’s receipt of the Requisite Stockholder Approval, the number of shares of Common Stock deliverable upon conversion of each share of Series A Convertible Preferred Stock shall not be subject to the Conversion Share Cap.

• In the event that the Company receives Shareholder Approval or the Aggregate Share Cap is no longer required under the listing standards of the NYSE MKT, then the provisions of this Section 4.03(a)(ii) shall no longer be applicable to conversions of the Notes, the Company may elect any Settlement Method in accordance with the provisions ofSection 4.03(a)(i) and Settlement Amounts shall be computed in accordance with the provisions of Section 4.03(a)(iii) without regard to the Conversion Share Cap.

More Definitions of Conversion Share Cap

Conversion Share Cap means, for each $1,000 principal amount of Notes converted, the (a) the Aggregate Share Cap divided by (b) the aggregate principal amount Notes (expressed in thousands) delivered under this Indenture. The Conversion Share Cap will be rounded to the nearest ten-thousandth, with any one-hundred thousandths rounded downward.

Conversion Share Cap means 19,386,000, which is approximately 19.99% of the Common Stock outstanding on March 1, 2020.

Conversion Share Cap means, as of any Conversion Date, a number of shares of Common Stock equal to 19.9995% of the number of shares of Common Stock outstanding as of May 13, 2022 minus the aggregate number of shares of Common Stock previously issued in settlement of conversions of the Convertible Preferred Stock. The Conversion Share Cap will be adjusted at the same time and in the same manner as the Conversion Price as provided in Sections 10(f) and 10(g).

Conversion Share Cap means the Cap Percentage of the Common Stock outstanding at March 28, 2023 (with such number of outstanding shares subject to proportionate adjustment for stock dividends, stock splits or stock combinations with respect to the Common Stock subsequent to the date hereof).

Conversion Share Cap means, for each $1,000 principal amount of Notes converted, the quotient obtained by dividing (x) the Aggregate Share Cap and (y) the aggregate principal amount of Initial Notes (expressed in thousands). The Conversion Share Cap shall be rounded to the nearest ten-thousandth, with any one-hundred thousandths rounded downward.

Conversion Share Cap means, for each $1,000 principal amount of Notes converted, the quotient of (x) the Aggregate Share Cap and (y) the aggregate principal amount of Notes (expressed in thousands) issued in the initial offering of the Notes (including any Notes issued pursuant to the Initial Purchasers’ Option), rounded down to the nearest ten-thousandth.

Conversion Share Cap means 1.1708 shares per $1,000 principal amount of Notes, which is approximately equivalent to the quotient of (x) the Aggregate Share Cap and (y) the product of (1) 130,000 (which is the aggregate principal amount of Notes outstanding at their initial issuance (expressed in thousands)) and (2) the number of Trading Days in the Observation Period.