Examples of Stage I Closing in a sentence
The Forced Conversion shall become effective immediately prior to, but subject to the consummation of, the Stage I Closing (as defined in the Series A-1 Purchase Agreement).
Each share of Series B Stock that remains outstanding after the Forced Conversion shall, immediately following the Forced Conversion and upon the consummation of the Stage I Closing, automatically, and without any further action by any holder thereof, be reclassified and converted into one (1) share of Series A-3 Stock and all accrued dividends on such reclassified shares of Series B Stock shall be forfeited.
Each share of Series C Stock that remains outstanding after the Forced Conversion shall, immediately following the Forced Conversion and upon the consummation of the Stage I Closing, automatically, and without any further action by any holder thereof, be reclassified and converted into one (1) share of Series A-2 Stock and all accrued dividends on such reclassified shares of Series C Stock shall be forfeited.
Each share of Series A Stock that remains outstanding after the Forced Conversion shall, immediately following the Forced Conversion and upon the consummation of the Stage I Closing, automatically, and without any further action by any holder thereof, be reclassified and converted into one (1) share of Series A-4 Stock.
The Recapitalization (as such term is defined in that certain Series A-1 Convertible Preferred Stock Purchase Agreement by and among Radius and the Investors party thereto dated the date hereof (the “Radius Series A-1 Purchase Agreement”)) and the Stage I Closing (as such term is defined in the Radius Series A-1 Purchase Agreement) shall have been consummated.
Pursuant to an engagement with Leerink Xxxxx LLC (“Leerink”) for services in connection with the Series A-1 Financing, the Corporation has agreed to issue to Leerink a Warrant to purchase 24,564 shares of Series A-1 Convertible Preferred Stock at the Stage I Closing.
Either at or as soon as reasonably practicable following the Stage I Closing, expiration or termination of this Agreement or the closing of any other funding event pursuant to this Agreement as it may be amended, the Corporation shall pay the reasonable and documented fees and expenses of Xxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP incurred in connection with the review and negotiation of this Agreement, all documents and agreements related hereto and the transactions contemplated hereby.
No allowance will be paid when cushioning as a result of seniority rules.
Notwithstanding any provision to the contrary in this Article VIII or the Investment Agreement, prior to the earlier date to occur of the Stage II Closing Date or the first anniversary of the Stage I Closing Date, no Partner shall have the right to transfer any of the Partnership Interest in the Company held by such Partner, except to a Wholly-Owned Subsidiary of such Partner made in accordance with the provisions of Section 8.2(a) below or to an Affiliate of such Partner pursuant to Section 8.2(b) below.
As a condition subsequent to the Stage I Closing, the Corporation shall have consummated a merger whereby it shall merge with and into RHI Merger Corp., a Delaware corporation and wholly-owned subsidiary of MPMAC (“Merger Sub”), immediately following the Stage I Closing (the “Merger”).