Customer Conversion Shares definition

Customer Conversion Shares means 100,000 shares of the Preferred Stock Consideration and the Management Stock Amount in proportion to the amount that each bears to the total of Preferred Stock Consideration and Management Stock Amount.
Sample 1

Examples of Customer Conversion Shares in a sentence

  • It is our opinion that (i) the shares of Common Stock issued to the stockholders of THINQ in connection with the Merger have been legally and validly issued and are fully paid and nonassessable, and (ii) the shares of Common Stock when issued as Customer Conversion Shares and General Escrow Funds pursuant to the terms of the Merger Agreement to the stockholders of THINQ will be legally and validly issued, fully paid and nonassessable.

  • At the Effective Time, Parent shall withhold from the Preferred and Management Stock Amounts the Customer Conversion Shares.

  • Promptly thereafter, Parent shall instruct to Parent’s transfer agent to issue the applicable portion of Customer Conversion Shares to the Preferred Stockholders and the Management Carve-Out Recipients based on such Preferred Stockholder’s Pro Rata Share or such Management Carve-Out Recipient’s Pro Rata Share.

Related to Customer Conversion Shares

  • Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

  • Conversion Share means any share of Common Stock issued or issuable upon conversion of any Note.

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Conversion Stock means shares of Common Stock issued upon conversion of the Preferred Stock.

  • Warrant Share Delivery Date shall have the meaning set forth in Section 2(d)(i).

  • Put Shares means all shares of Common Stock issued, or that the Company shall be entitled to issue, per any applicable Put Notice in accordance with the terms and conditions of this Agreement.

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • DWAC Shares means shares of Common Stock that are (i) issued in electronic form, (ii) freely tradable and transferable and without restriction on resale and (iii) timely credited by the Company to the Investor’s or its designee’s specified Deposit/Withdrawal at Custodian (DWAC) account with DTC under its Fast Automated Securities Transfer (FAST) Program, or any similar program hereafter adopted by DTC performing substantially the same function.

  • Warrant Shares means the shares of Common Stock issuable upon exercise of the Warrants.

  • Purchase Shares has the meaning set forth in Section 2.2(a) hereof.

  • Company Convertible Notes means the convertible notes issued by the Company pursuant to the convertible note purchase agreement by and among the Company, PA Grand Opportunity Limited and other investors named therein dated June 6, 2016, as amended on June 13, 2016.

  • Common Shares means the common shares in the capital of the Corporation;

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Conversion Shares Registration Statement means a registration statement that registers the resale of the Conversion Shares of the Holders, who shall be named as “selling stockholders” therein and meets the requirements of the Registration Rights Agreement.

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Converted Shares means the Subject Equity Shares resulting from the conversion of Restricted Voting Shares into the Subject Equity Shares pursuant to subparagraph (ii);

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • Company Conversion Price means, the lower of (i) the applicable Conversion Price and (ii) that price which shall be computed as ninety five percent (95%) of the lowest Volume Weighted Average Price of the Common Stock during the fifteen (15) consecutive Trading Days immediately preceding the applicable Installment Date. All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Warrant Stock means Common Stock issuable upon exercise of any Warrant or Warrants or otherwise issuable pursuant to any Warrant or Warrants.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.