Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.
Conversion Stock means shares of Common Stock issued upon conversion of the Preferred Stock.
Conversion Shares Registration Statement means a registration statement that registers the resale of all Conversion Shares of the Holders, who shall be named as “selling stockholders” therein and meets the requirements of the Registration Rights Agreement.
Conversion Share means any share of Common Stock issued or issuable upon conversion of any Note.
DWAC Shares means shares of Common Stock that are (i) issued in electronic form, (ii) freely tradable and transferable and without restriction on resale and (iii) timely credited by the Company to the Investor’s or its designee’s specified DWAC account with DTC under the DTC/FAST Program, or any similar program hereafter adopted by DTC performing substantially the same function.
Eligible Securities Depository has the meaning set forth in section (b)(1) of Rule 17f-7.
Conversion Securities has the meaning set forth in Section 4.08(b).
Book-Entry Preferred Security means a Preferred Security, the ownership and transfers of which shall be made through book entries by a Depositary.
Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.
Book Entry Warrants means Warrants that are to be held only by or on behalf of the Depository;
CDS Global Warrants means Warrants representing all or a portion of the aggregate number of Warrants issued in the name of the Depository represented by an Uncertificated Warrant, or if requested by the Depository or the Corporation, by a Warrant Certificate;
Warrant Shares means the shares of Common Stock issuable upon exercise of the Warrants.
Securities Depository means The Depository Trust Company and any other clearing agency registered with the SEC under Section 17A of the Securities Exchange Act of 1934, as amended (the “1934 Act”), which acts as a system for the central handling of Securities where all Securities of any particular class or series of an issuer deposited within the system are treated as fungible and may be transferred or pledged by bookkeeping entry without physical delivery of the Securities.
central securities depository or ‘CSD’ means a central securities depository as defined in point (1) of Article 2(1) of Regulation (EU) No 909/2014.
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.
Commitment Shares shall have the meaning set forth in Section 12.04.
Legended Note means Registered Notes in definitive form that are issued to Institutional Accredited Investors and Registered Notes (whether in definitive form or represented by a Registered Global Note) sold in private transactions to QIBs in accordance with the requirements of Rule 144A;
ADS Depositary means the person then acting as depositary under the Deposit Agreement. The ADS Depositary as of the Issue Date is The Bank of New York Mellon.
Private Placement Shares shall have the meaning given in the Recitals hereto.