Converting Securities definition
Examples of Converting Securities in a sentence
If the Company issues any subsequent Converting Securities prior to termination of this Safe, the Company will promptly provide the Investor with written notice thereof, together with a copy of all documentation relating to such subsequent Converting Securities and, upon written request of the Investor, any additional information related to such subsequent Converting Securities as may be reasonably requested by the Investor.
In the event the Investor determines that the terms of the subsequent Converting Securities are preferable to the terms of this instrument, the Investor will notify the Company in writing.
Promptly after receipt of such written notice from the Investor, the Company agrees to amend and restate this instrument to be identical to the instrument(s) evidencing the subsequent Converting Securities.
Immediately after the Effective Time, the holders of the PFO Converting Securities (each a “PFO Unitholder” and collectively, the “PFO Unitholders”) shall own, in the aggregate Fifteen Million (15,000,000) shares of Company Common Stock (the “Merger Shares”).
Except for Converting Securities, Inc., an inactive subsidiary, the Company does not presently own or control, directly or indirectly, any interest in any other corporation, association, or other business entity except as disclosed in the SEC Reports (as hereinafter defined) (each, a "Subsidiary" and collectively, the "Subsidiaries").
During the period beginning on the Closing Date and ending Four Hundred and Eighty (480) days’ thereafter, the PFO Unitholders that are not Insiders as well as all other holders of any PFO Non- Converting Securities including PFO Notes (collectively, the “Non-Insiders”), will not, directly or indirectly, enter into any Prohibited Sale pursuant to the terms and conditions of a lock-up agreement substantially in the form attached as Exhibit C (the “Non-Insider Lock-Up Agreement”).
All transfer documents with respect to the PFO Converting Securities to be exchanged at Closing for the right to receive Merger Shares pursuant to the terms of the Merger shall have been delivered to the Company in accordance with Section 2.2(a), including applicable “stock powers”.
All Merger Shares issued upon exchange of the PFO Converting Securities, in accordance with the terms hereof, shall be deemed to have been issued or paid in full satisfaction of all rights pertaining to such shares of Company Common Stock.
To the knowledge of the Friedli Group, an▇ ▇▇▇ all representations and certifications set forth in any subscription or purchase agreement or representation letter relating to the acquisition of the Converting Securities were accurate at the time made.
The certificates and instruments representing or constituting the Converting Securities that are returned to the Holders shall be identical to and shall have the same rights and preferences as the certificates and instruments representing or constituting the Notes and/or the Preferred Shares held by the Holders on the day before execution of this Agreement.