Special Conversion Event definition

Special Conversion Event means:

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Special Conversion Event. The term "Special Conversion Event" shall mean:

Special Conversion Event means, at any time on or after July 31, 2012, in the event that (i) the Closing Price equals or exceeds one hundred twenty percent (120%) of the then prevailing Conversion Price for at least twenty (20) Trading Days in a period of thirty (30) consecutive Trading Days, and (ii) the Company has paid in full all dividends on the shares of Series B Preferred Stock for four (4) consecutive Dividend Periods.

Examples of Special Conversion Event in a sentence

Such notice shall be effective only to the extent that the condition resulting in a Special Conversion Event has not been cured prior to the delivery of such notice.
The Company shall send notice to all holders of Series B-1 Preferred Shares describing any action that would constitute a Special Conversion Event under clauses (ii) or (iii) of the definition thereof, together with a form of conversion notice, at least 30 calendar days prior to any vote of holders of the Common Shares required to approve such action, or, if no such vote is so required, prior to the consummation of the transaction.
If the Bid Solicitation Agent does not receive a firm bid to buy the Securities for at least the Minimum Amount per Security on any day during the Measurement Period, a “Special Conversion Event” shall be deemed to have occurred for the purposes of this Section 10.1(b)(iv) and the Trustee shall promptly notify all Holders that a Special Conversion Event has occurred.
Notwithstanding anything to the contrary in paragraph (a) of this Section 4, at any time after the occurrence of a Special Conversion Event, any holder of Series A Preferred Shares shall be entitled, at the option of such holder, to cause any or all of such shares to be converted into shares of Common Stock of the Corporation at the Special Conversion Rate as of the Proposed Conversion Date specified in such holder's notice to the Corporation delivered pursuant to paragraph (e) of this Section 4.
If the Bid Solicitation Agent does not receive a firm bid to buy the Securities for at least the Minimum Amount per Security on any day during the Measurement Period, a "Special Conversion Event" shall be deemed to have occurred for the purposes of this Section 10.1(b)(iv) and the Trustee shall promptly notify all Holders that a Special Conversion Event has occurred.
The Company shall send notice to all holders of Series B Preferred Shares describing any action that would constitute a Special Conversion Event under clauses (ii) or (iii) of the definition thereof, together with a form of conversion notice, at least 30 calendar days prior to any vote of holders of the Common Shares required to approve such action, or, if no such vote is so required, prior to the consummation of the transaction.
The Company shall have the right, at its option, to cause some or all of the Series B Preferred Stock to be converted into shares of Common Stock at the then-applicable Conversion Rate at any time after a Special Conversion Event.

More Definitions of Special Conversion Event

Special Conversion Event means and shall be deemed to occur :

Special Conversion Event means the occurrence of the following event: the consolidated stockholders' equity of the Corporation and its consolidated subsidiaries, as determined in accordance with GAAP, is less than US$215,000,000, excluding goodwill and prior to giving effect to the invested capital relating to any issued and outstanding Series A Preferred Shares, and such condition remains uncured for over sixty (60) days.

Special Conversion Event means the occurrence of the following event: the consolidated stockholders’ equity of the Corporation and its consolidated subsidiaries, as determined in accordance with GAAP, is less than US$215,000,000, excluding goodwill and prior to giving effect to the invested capital relating to any issued and outstanding Series A Preferred Shares, and such condition remains uncured for over sixty (60) days.

Special Conversion Event means the occurrence of the following event: the consolidated stockholders' equity of HM and its consolidated subsidiaries, as determined in accordance with GAAP, is less than US$175,000,000, including the invested capital relating to any issued and outstanding Series A Preferred Shares, and such condition remains uncured for over sixty (60) days.

Special Conversion Event means (i) Norman M. Kranzdorf ceasing to be Chief Executive Officer, Chief Operating Officer or any other senior executive officer of Kranzco having an active role in management of the business of Kranzco, (ii) the merger or consolidation of Kranzco with or into any person unless the holders of Kranzco Common Shares own more than 50% of the voting securities of the surviving corporation and effective provisions are made by the surviving corporation to protect the preferences and other rights of the Kranzco Series B Preferred Shares, (iii) the sale, lease, transfer, spin-off or other disposal or distribution of all or substantially all of the assets of Kranzco, (iv) a successful tender offer or similar offer for at least a majority of the voting shares of Kranzco is commenced and completed, (v) certain defaults on indebtedness of Kranzco or any of its subsidiaries for borrowed money in excess of $10,000,000 or capital lease obligations of Kranzco or any of its subsidiaries in excess of $25,000,000, (vi) the commencement by or against Kranzco of any insolvency, bankruptcy, dissolution, liquidation or receivership proceedings with respect to Kranzco, (vii) Kranzco losing its status as a REIT or (viii) Kranzco failing to pay a distribution on the Kranzco Series B Preferred Shares for any Series B Distribution Period within five days of the Distribution Payment Date therefor.

Special Conversion Event means the earlier to occur of a Change of Control Conversion Event or a Net Worth Conversion Event.