Special Mandatory Conversion Shares definition

Special Mandatory Conversion Shares means shares of Common Stock that may from time to time be issued pursuant to Article IV, Section 4.3(K) of the Company’s Restated Certificate.

Examples of Special Mandatory Conversion Shares in a sentence

  • Notwithstanding the foregoing, no Holder shall be entitled to exercise any right provided for in this Section 1 with respect to any Special Mandatory Conversion Shares.

  • For purposes of this Article V(3)(e), each holder’s Pro Rata Share of the Aggregate Investment Amount shall be a fraction obtained by dividing (a) the total number of shares of Common Stock issuable upon conversion of the Subject Preferred Stock held by the holder (excluding any Special Mandatory Conversion Shares) by (b) the total number of shares of Common Stock issued or issuable upon the conversion of all of the Subject Preferred Stock.

  • Notwithstanding the foregoing, no Holder shall be entitled to exercise any right provided for in this Section 5 with respect to any Special Mandatory Conversion Shares.

  • The difference is significant at the 1% level in the sequential treatment if the two roles are pooled.

  • A transferring Holder or Investor will cause any proposed purchaser, pledgee, or transferee of the Registrable Securities or Special Mandatory Conversion Shares held by such Holder or Investor to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Agreement.

  • The Right of First Offer granted in this Section 8 shall expire upon the effective date of the initial public offering of the Company’s securities or upon a bona fide business acquisition of the Company, whether by merger, consolidation, sale of assets, sale or exchange of stock or otherwise, and as to Special Mandatory Conversion Shares on the closing of the applicable Mandatory Offering (as defined in Article III, Section B.3(e) of the Company’s Restated Articles).

Related to Special Mandatory Conversion Shares

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

  • Mandatory Conversion shall have the meaning set forth in Section 6.

  • Mandatory Conversion Date has the meaning set forth in Section 7(a).

  • Mandatory Conversion Notice has the meaning ascribed thereto in Section 4.5(a);

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.

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

  • 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.

  • Default Conversion Price shall have the meaning set forth in Section 4(b).

  • Interest Conversion Price means, with respect to any Interest Date, that price which shall be computed as 100.0% of the arithmetic average of the Weighted Average Price of the Common Stock on each of the ten (10) consecutive Trading Days immediately preceding the applicable Interest Date (each, an “Interest Measuring Period”). All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction during such period.

  • Automatic Conversion means the irrevocable and automatic release of all of the Company’s obligations under the Securities (other than the CSO Obligations, if any) in consideration of the Company’s issuance of the Conversion Shares at the Conversion Price to the Conversion Shares Depository (on behalf of the Holders and Beneficial Owners of the Securities) or to the relevant recipient of such Conversion Shares, all in accordance with the terms of the Securities.

  • Series A Conversion Price shall initially be equal to $0.71. Such initial Series A Conversion Price, and the rate at which shares of Series A Preferred Stock may be converted into shares of Common Stock, shall be subject to adjustment as provided below.

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

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • Forced Conversion Amount means the sum of (i) 100% of the aggregate Stated Value then outstanding, (ii) accrued but unpaid dividends and (iii) all liquidated damages and other amounts due in respect of the Series B Preferred Stock.

  • 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.

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

  • Series F Preferred Shares means the Series F 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.

  • Automatic Conversion Date has the meaning set forth in Section 7(c).

  • Early Preference Share Redemption Notice means a notice of early redemption of some or all of the Preference Shares given by or on behalf of the Company in accordance with Condition 6 (Notices).

  • Series A Conversion Rate means, as adjusted pursuant to Section 5.8(b)(vi)(E), the number of Common Units issuable upon the conversion of each Series A Preferred Unit, which shall be the quotient of (a) the sum of (i) the Series A Issue Price, plus (ii) any Series A Unpaid Distributions on the applicable Series A Preferred Unit, plus (iii) only for purposes of the definition of “Series A COC Conversion Rate,” any Series A Partial Period Distributions on the applicable Series A Preferred Unit, divided by (b) the Series A Issue Price.

  • Early Preference Share Redemption Event means the event that occurs if:

  • Conversion Amount means the sum of the Stated Value at issue.

  • Forced Conversion Date shall have the meaning set forth in Section 6(d).

  • Date of Conversion Conversion Price:_______________________________________________________________ Shares To Be Delivered:_________________________________________________________ Signature:______________________________________________________________________ Print Name:_____________________________________________________________________ Address:________________________________________________________________________

  • 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.

  • Early Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency calculated by the Calculation Agent as the fair market value (calculated without taking into account the creditworthiness of the Company) of a Preference Share as of the Early Preference Share Valuation Date taking into account such factor(s) as the Calculation Agent determines appropriate, including, but not limited to, the relevant Early Preference Share Redemption Event after deducting any Associated Costs (to the extent not already reflected in such fair market value).