Convertible Subordinated Debentures Sample Clauses

Convertible Subordinated Debentures. (i) There shall occur an "Event of Default" (or any comparable term) under, and as defined in, the Convertible Subordinated Debentures Documents, (ii) any of the Obligations for any reason shall cease to be "Designated Senior Indebtedness" (or any comparable term) under, and as defined in, the Convertible Subordinated Debentures Documents, (iii) any Indebtedness other than the Obligations shall constitute "Designated Senior Indebtedness" (or any comparable term) under, and as defined in, the Convertible Subordinated Debentures Documents or (iv) the subordination provisions of the Convertible Subordinated Debentures Documents shall, in whole or in part, terminate, cease to be effective or cease to be legally valid, binding and enforceable against any holder of the Convertible Subordinated Debentures.
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Convertible Subordinated Debentures. 9.58% -- 9.95% -- 11.50% -- -- -- $250,000 $250,000 $211,597 Interest rate................... 5.00% ------------------------------
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Convertible Subordinated Debentures. The subordination provisions contained in the 10% Convertible Subordinated Debentures are enforceable against the Borrower and the holders of the 10% Convertible Subordinated Debentures and all Obligations are within the definition of "Senior Indebtedness" included in such subordination provisions.
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Convertible Subordinated Debentures. Prior to the Effective Time, ----------------------------------- each of the holders of the Debentures, as set forth in Section 5.3(b) of the North Xxxxxx Disclosure Memorandum, shall have converted all of the Debentures --------------------- into shares of North Xxxxxx Common Stock pursuant to Section 4(a)(i) of the Debentures. Immediately following said conversion, no indebtedness shall remain owing to said holders under the Debentures.
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Convertible Subordinated Debentures the 12% Junior ----------------------------------- Subordinated Convertible Debentures due 2010 issued by Falcon on December 15, 2003, as in effect on the Closing Date and as the same may be amended, modified or supplemented from time to time if and to the extent permitted under this Agreement.
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Convertible Subordinated Debentures. Subject to satisfaction of and compliance with all terms and conditions precedent set forth in Section 14 below, Lender consents to the issuance by Ultimate Parent of the Convertible Subordinated Debentures and related transactions in accordance with the terms and conditions of the Convertible Subordinated Debenture Documents and the performance of Ultimate Parent's obligations and agreements thereunder.
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Convertible Subordinated Debentures. In July and August 1995, the Company issued in a private financing $2.25 million of 8 percent convertible subordinated debentures (the "Debentures") due in 1997 to institutional and private investors in Canada and Europe. The Debentures are convertible into shares of common stock at $6.50 per share, subject to adjustment under certain conditions. The Company shall have the right to demand conversion of the Debentures at any time after July 31, 1996. Interest is payable semi-annually on January 31 and July 31 of each year. The Debentures are subordinated to prior payment of bank indebtedness of the Company. The gross proceeds less expenses were added to the Company's general funds. There are no restrictions on the use of these funds. The Company agreed to use its best efforts to Irvine Sensors Corporation Notes to Consolidated Financial Statements -------------------------------------------------------------------------------- register for subsequent resale the shares issuable upon conversion of the Debentures, and subsequent to October 1, 1995, the Company registered the shares. The Company originally accounted for its convertible debentures in accordance with APB 14, "Accounting for Convertible Debt and Debt Issued with Stock Purchase Warrants". However the Securities and Exchange Commission ("SEC") staff has indicated that convertible debt instruments which are convertible at a discount from market should be accounted for by treating the maximum discount as interest expense with an offset to paid in capital. In November 1997, the Company was advised that past issuers of such securities have recently restated prior financial statements to comport with the SEC view. In conformance therewith, the Company has calculated non-cash interest expense of $1,101,700 with a like amount added to paid-in capital in the fourth quarter of fiscal 1995. Because of the offsetting nature of these entries, Shareholders' equity remains unchanged. The Company has restated its financial statements for fiscal 1995. The impact of these adjustments on the Company's financial results as originally reported is summarized below: 1995 As Reported As Restated ------------------------------ Net loss $(3,035,800) $(4,137,500) Net loss per common and common equivalent share $ (0.20) $ (0.28) Shareholders' equity at end of year $ 9,494,100 $ 9,494,100 Note 7 - Related Party Transactions In April 1980, the Company entered into an agreement with R & D Leasing Ltd. ("RDL"), a limited partners...
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Convertible Subordinated Debentures. SCHEDULE 2.1 - 5 Debt ......................................................................3
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Related to Convertible Subordinated Debentures

  • Convertible Notes The Convertible Notes are subject to different conversion calculations depending on the event triggering conversion as described in the Notes (e.g., an IPO or other liquidity event). For illustration purposes, assuming the optional conversion right is exercised today, based on the current capitalization and the $50,000,000 assumed valuation specified for an optional conversion in the Notes, there would be 4,705,224 additional shares issued; provided however, that each holder of Notes is subject to a maximum 9.99% ownership of the shares of capital stock of the Company at any one time. This illustration calculation does not account for the 6% interest component.

  • Payment of Debentures (a) The Company shall pay the principal of and premium, if any, and interest (including interest accruing during an Extension Period and/or on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding) on the Debentures on or prior to the dates and in the manner provided in such Debentures or pursuant to this Junior Indenture. An installment of principal, premium, if any, or interest shall be considered paid on the applicable due date if on such date the Trustee or the Paying Agent holds, in accordance with this Junior Indenture, money sufficient to pay all of such installment then due. With respect to any Debenture, the Company shall pay interest on overdue principal and interest on overdue installments of interest (including interest accruing during an Extension Period and/or on or after the filing of a petition in bankruptcy or reorganization relating to the Company, whether or not a claim for post-filing interest is allowed in such proceeding), to the extent lawful, at the rate per annum borne by such Debenture, compounded quarterly. Interest on overdue interest shall accrue from the date such amounts become overdue.

  • Debentures The Debentures have been duly authorized by the Company and, at the Closing Date, will have been duly executed and delivered to the Indenture Trustee for authentication in accordance with the Indenture, and, when authenticated in the manner provided for in the Indenture and delivered against payment therefor by the Trust, will constitute valid and binding obligations of the Company entitled to the benefits of the Indenture enforceable against the Company in accordance with their terms, subject to Bankruptcy and Equity.

  • Senior Subordinated Notes The subordination provisions contained in the Senior Subordinated Notes and in the other Senior Subordinated Note Documents are enforceable against the Borrower and the holders of the Senior Subordinated Notes, and all Obligations are within the definition of "Senior Debt" included in such subordination provisions.

  • Subordinated Notes The Subordinated Notes have been duly authorized by the Company and when executed by the Company and issued, delivered to and paid for by the Purchasers in accordance with the terms of the Agreement, will have been duly executed, authenticated, issued and delivered, and will constitute legal, valid and binding obligations of the Company and enforceable in accordance with their terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally or by general equitable principles.

  • Purchase of Convertible Debentures Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, each Buyer agrees, severally and not jointly, to purchase at each Closing and the Company agrees to sell and issue to each Buyer, severally and not jointly, at each Closing, Convertible Debentures in amounts corresponding with the Subscription Amount set forth opposite each Buyer’s name on Schedule I hereto.

  • Subordination of Debentures 51 Section 16.1 Agreement to Subordinate.............................................................51 Section 16.2 Default on Senior Debt, Subordinated Debt or Additional Senior Obligations...........51 Section 16.3

  • Convertible Debentures The Definition of the term “Convertible Debentures” as used in the Master Agreement shall hereinafter include the Additional Debentures.

  • Convertible Note 9 Section 3.8

  • Convertible Debt On or prior to the Closing Date, the Company will cause to be cancelled all convertible debt in the Company. For the period of the Effective Time, the Company will not issue any convertible debt without the express written consent of the Investor.

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