Examples of Converted Preferred Shares in a sentence
The Converted Preferred Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Note and the Series A Certificate of Designations, will be duly and validly issued, fully paid, and nonassessable and will be free of any Liens or restrictions on transfer other than restrictions on transfer under this Agreement, the Governance Agreement, the Series A Certificate of Designations and under applicable state and federal securities Laws.
The sale of the Purchased Securities is not, and the subsequent conversion of the Note into the Converted Preferred Shares and the subsequent conversion of the Contingent Payment Right into shares of Common Stock (in each case, if any) will not be, subject to any preemptive rights, rights of first offer or any anti-dilution provisions contained in the Company Charter Documents.
The Company has reserved that number of shares of Series A Preferred Stock sufficient for issuance of the Converted Preferred Shares in accordance with the terms of the Note and the Series A Certificate of Designations.
As of the date of this Agreement, the authorized capital stock of the Company consists of 100,000,000 shares of Common Stock of which 73,057,683 were issued and outstanding as of the close of business on September 11, 2020 (including 4,445,054 Restricted Shares), and 10,000,000 shares of preferred stock, par value $0.01, none of which is issued and outstanding (excluding the Converted Preferred Shares).
The Company and Buyer hereby agree that the date of this Agreement shall be the Conversion Date (as defined in the Certificate) for purposes of the Converted Preferred Shares.
The Subscriber further agrees that all or some of the Converted Preferred Shares and the Warrant Shares, as applicable, upon issuance whether in certificated form or in book-entry form (by the Company’s transfer agent and registrar for its common stock under The Direct Registration System) may be subject to such restrictions on transfer and, to the extent so, shall be encumbered by stop transfer orders and restrictive legends, as applicable.
The Warrant Share may be exercised in a cashless transaction identical to the conversion provisions of the Preferred E Shares converted into Common Shares, with the price of the Warrant Shares fixed at the same price as the Converted Preferred Shares.
This, in turn, means that for a given atom pair type in NiPd and Cu3Au, the first nearest neighbor stretching force constants are found to lie on a single curve [18, 24].
If the total nominal par value of the Converted Preferred Shares being converted is equal to the total nominal par value of the Ordinary Shares into which such Converted Preferred Shares convert such that each Converted Preferred Share is convertible into one (1) Ordinary Share and both the Converted Preferred Share and the Ordinary Share have the same par value, the Company may, by resolution of the Board, redesignate the Converted Preferred Shares to Ordinary Shares.
The Company will, upon the written request at any time of Calfinco furnish or cause to be furnished to Calfinco a certificate setting forth (a) such adjustments and readjustments, (b) the Class C Conversion Ratio in effect at the time, and (c) the number of Converted Preferred Shares which at the time would be received upon the conversion of the Calfinco Preferred Shares.