Convertible Notes definition
Examples of Convertible Notes in a sentence
Upon the issuance of the Certificate of Arrangement, the Arrangement will become effective at the Arrangement Effective Time and will be binding at and after the Arrangement Effective Time on the Company, SPAC, CallCo, ExchangeCo, the Company Shareholders (including, for the avoidance of doubt, the Dissenting Shareholders), the holders of Company Convertible Notes, the Company Optionholders, the Company Warrantholder and the Exchange Agent.
Following the Note Conversion and pursuant to the Arrangement, each share of Company Common Shares issued upon conversion of a Company Convertible Note shall be exchanged for a number of shares of SPAC Class A Common Stock equal to the product (rounded down to the nearest whole number) of (x) the number of shares of Company Common Shares issued upon conversion of such Company Convertible Notes and (y) the Company Exchange Ratio.
The Company, SPAC, ExchangeCo, CallCo and the Exchange Agent shall be entitled to deduct and withhold from amounts payable to any holder of Company Common Shares, Company Options, Company Convertible Note(s), Company Warrants, any shares of SPAC capital stock (including SPAC Class A Common Stock) or Exchangeable Shares under this Plan of Arrangement such amounts as is required to be deducted and withheld with respect to such payment under the Tax Act, the Code or any other applicable Law.
No fractional shares of SPAC Class A Common Stock will be issued in connection with the exchange of Company Common Shares issued upon conversion of Company Convertible Notes, and the number of shares of SPAC Class A Common Stock issued shall be rounded down to the next lowest whole number.
At or prior to the Arrangement Effective Time, the Company, the Company Board and the compensation committee of the Company Board, as applicable, shall adopt any resolutions and take any actions that are necessary to effectuate the treatment of the Company Convertible Notes pursuant to this Section 2.10(d).