Exchange Shares has the meaning set forth in Section 2.01(b).
Exchange Ratio shall have the meaning set forth in Section 24(a) hereof.
Share Exchange Ratio has the meaning given to it in Section 3.1(d);
Conversion Share means any share of Common Stock issued or issuable upon conversion of any Note.
Fully Diluted Share Number means the aggregate sum of: (i) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time; (ii) the number of shares of Company Common Stock issuable upon the voluntary conversion of all of the shares of Company Preferred Stock issued and outstanding immediately prior to the Effective Time into Company Common Stock and (iii) the number of shares of Company Common Stock issuable upon exercise of all Stock Options.
Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.
Interest Conversion Shares shall have the meaning set forth in Section 2(a).
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Exchange Price means as of any date, $1,000, divided by the Exchange Rate as of such date.
Common Share Price means the volume weighted average closing price of the Common Stock (as reported by the Primary Exchange on which the Common Stock is then traded) for the ten (10) trading days immediately preceding the date on which the determination is made (or, if such price is not available, as determined in good faith by the Board of Directors).
Conversion Stock means shares of Common Stock issued upon conversion of the Preferred Stock.
Adjustment Shares shall have the meaning set forth in Section 11(a)(ii) hereof.
Warrant Share Number means at any time the aggregate number of shares of Warrant Stock which may at such time be purchased upon exercise of this Warrant, after giving effect to all prior adjustments and increases to such number made or required to be made under the terms hereof.
Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Daily Share Amount means, with respect to any VWAP Trading Day, the quotient obtained by dividing (A) the excess, if any, of the Daily Conversion Value for such VWAP Trading Day over the applicable Daily Maximum Cash Amount by (B) the Daily VWAP for such VWAP Trading Day. For the avoidance of doubt, the Daily Share Amount will be zero for such VWAP Trading Day if such Daily Conversion Value does not exceed such Daily Maximum Cash Amount.
Early Preference Share Valuation Date means the date specified as such in the relevant Early Preference Share Redemption Notice which shall fall not less than one day and not more than 180 days following the day such Early Preference Share Redemption Notice is given. The Early Preference Share Redemption Notice may provide that such date is subject to adjustment in accordance with certain disruption or adjustment events, as determined by the Calculation Agent.
Parent Preferred Stock means the preferred stock, par value $0.01 per share, of Parent.
Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; and (2) all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.
Conversion Ratio means the ratio (expressed as the number of Shares to which one Warrant relates) specified by the Issuer, subject to adjustments in accordance with these Conditions.
Interest Share Amount shall have the meaning set forth in Section 2(a).
Per Share Amount is defined in Section 1.1
Series D Preferred Stock means shares of the Company’s Series D Preferred Stock, par value $0.001 per share.
Consideration Shares shall have the meaning set forth in Section 2.7(c).
Load Ratio Share means the ratio of a Transmission Customer’s Network Load to the Transmission Provider’s total load.
Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.