Fundamental Change Adjustment definition

Fundamental Change Adjustment. Any adjustment to the Conversion Rate pursuant to Section 4.06 of the Indenture.
Fundamental Change Adjustment. Any adjustment to the Conversion Rate pursuant to Section 14.03 of the Indenture.
Fundamental Change Adjustment. Any adjustment to the Conversion Rate pursuant to Section 10.07 of the Indenture.

Examples of Fundamental Change Adjustment in a sentence

  • Notwithstanding Section 11.2(e) of the Equity Definitions, a “Potential Adjustment Event” means any occurrence of any event or condition, as set forth in Sections 4.04(a), (b), (c), (d), (e), (f) or 4.05(a) of the Indenture, that would result in an adjustment under the Indenture to the “Conversion Rate” or any other term of the Convertible Notes; provided that in no event shall there be any adjustment hereunder as a result of a Fundamental Change Adjustment or a Discretionary Adjustment.

  • Option Entitlement: As of any date, a number of Shares per Option equal to the “Conversion Rate” (as defined in the Indenture, but without regard to any adjustments to the Conversion Rate pursuant to a Fundamental Change Adjustment or a Discretionary Adjustment).

  • Fundamental Change Adjustment: Any adjustment to the Conversion Rate pursuant to Section 4.06 of the Indenture.

  • Except as set forth in the Prospectus, no options, warrants or other rights to purchase, agreements or other obligations to issue, or agreements or other rights to convert any obligation into issued by or to which the Company or any Subsidiary is a party or bound, any shares of capital stock of the Company or any Subsidiary.

  • Notwithstanding Section 11.2(e) of the Equity Definitions, a “Potential Adjustment Event” means any occurrence of any event or condition, as set forth in Section 5.06 of the Indenture that would result in an adjustment to the Conversion Rate of the Convertible Notes; provided that in no event shall there be any adjustment hereunder as a result of the Fundamental Change Adjustment or Discretionary Adjustment provisions of the Indenture.

  • As of any date, a number of Shares per Option equal to the “Conversion Rate” (as defined in the Indenture, but without regard to any adjustments to the Conversion Rate pursuant to a Fundamental Change Adjustment or a Discretionary Adjustment).

  • As of any date, a number of Shares per Option equal to (i) the “Conversion Rate” (as defined in the Indenture and as described in the Prospectus Supplement under “Description of Notes—Conversion Rights—General, but without regard to any Fundamental Change Adjustment or a Discretionary Adjustment) multiplied by (ii) the Applicable Percentage.

  • Notwithstanding Section 11.2(e) of the Equity Definitions, a “Potential Adjustment Event” means any occurrence of any event or condition, as set forth in Section 8.04(i), 8.04(a)–(e) or 8.05 of the Supplemental Indenture, that would result in an adjustment under the Indenture to the “Conversion Rate” or any other term of the Convertible Notes; provided that in no event shall there be any adjustment hereunder as a result of a Fundamental Change Adjustment or a Discretionary Adjustment.

  • Fundamental Change Adjustment: Any adjustment to the Conversion Rate pursuant to Section 14.03 of the Indenture.

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More Definitions of Fundamental Change Adjustment

Fundamental Change Adjustment or any discretionary adjustment as set forth in the section of the Indenture containing the provisions described in the sixth to last paragraph in the Prospectus Supplement under “Description of NotesConversion Rate Adjustments” (i.e., the paragraph commencing with “We are permitted to increase…”) (a “Discretionary Adjustment”).

Related to Fundamental Change Adjustment

  • Fundamental Change Purchase Price has the meaning specified in Section 3.01(a).

  • Fundamental Change Purchase Date has the meaning specified in Section 3.01(a).

  • Make-Whole Fundamental Change means any transaction or event that constitutes a Fundamental Change (as defined above and determined after giving effect to any exceptions to or exclusions from such definition, but without regard to the proviso in clause (b) of the definition thereof).

  • Fundamental Change Repurchase Price shall have the meaning specified in Section 15.02(a).

  • Fundamental Change shall be deemed to have occurred at the time after the Notes are originally issued if any of the following occurs:

  • Make-Whole Fundamental Change Conversion Period has the following meaning:

  • Make-Whole Fundamental Change Period shall have the meaning specified in Section 14.03(a).

  • Fundamental Change Repurchase Date shall have the meaning specified in Section 15.02(a).

  • Fundamental Change Purchase Notice has the meaning specified in Section 3.01(a)(i).

  • Fundamental Change Notice has the meaning specified in Section 8.02(a).

  • Make-Whole Fundamental Change Effective Date means (A) with respect to a Make-Whole Fundamental Change pursuant to clause (A) of the definition thereof, the date on which such Make-Whole Fundamental Change occurs or becomes effective; and (B) with respect to a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof, the applicable Redemption Notice Date.

  • Common Stock Fundamental Change means any Fundamental Change in which more than 50% of the value (as determined in good faith by the Board of Directors of the Company) of the consideration received by holders of Common Stock consists of common stock that, for the 10 Trading Days immediately prior to such Fundamental Change, has been admitted for listing or admitted for listing subject to notice of issuance on a national securities exchange or quoted on Nasdaq National Market, provided, however, that a Fundamental Change shall not be a Common Stock Fundamental Change unless either (i) the Company continues to exist after the occurrence of such Fundamental Change and the outstanding Preferred Stock continues to exist as outstanding Preferred Stock, or (ii) not later than the occurrence of such Fundamental Change, the outstanding Preferred Stock is converted into or exchanged for shares of convertible preferred stock, which convertible preferred stock has powers, preferences and relative, participating optional or other rights, and qualifications, limitations and restrictions substantially similar (but no less favorable) to those of the Preferred Stock.

  • Fundamental Change Effective Date means the date on which any Fundamental Change becomes effective.

  • Fundamental Change Repurchase Notice shall have the meaning specified in Section 15.02(b)(i).

  • Non-Stock Fundamental Change means any Fundamental Change other than a Common Stock Fundamental Change.

  • Repurchase Upon Fundamental Change means the repurchase of any Note by the Company pursuant to Section 4.02.

  • Fundamental Change Expiration Time shall have the meaning specified in Section 16.02(b)(ix).

  • Form of Fundamental Change Purchase Notice means the “Form of Fundamental Change Purchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.

  • Form of Fundamental Change Repurchase Notice means the “Form of Fundamental Change Repurchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.

  • Exempted Fundamental Change means any Fundamental Change with respect to which, in accordance with Section 4.02(I), the Company does not offer to repurchase any Notes.

  • Conversion Rate shall have the meaning specified in Section 14.01(a).

  • Extraordinary Adjustment Event means any of the following events as they relate to the Reference In- strument:

  • Value Adjustment Event means, with respect to any Loan Asset, the occurrence of any one or more of the following events after the related Cut-Off Date:

  • Fundamental Change Company Notice shall have the meaning specified in Section 15.02(c).

  • Payment Adjustment Date With respect to each ARM Loan, the date on which the Borrower's Monthly Payment changes in accordance with the terms of the related Mortgage Note.

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).