Automatic Conversion of Stock Sample Clauses
The Automatic Conversion of Stock clause defines the conditions under which certain classes of stock, such as preferred shares, are automatically converted into common stock without requiring further action from shareholders. Typically, this conversion is triggered by specific events, such as a qualified public offering or the approval of a majority of preferred shareholders. The clause ensures that all relevant shares are converted uniformly, simplifying the company’s capital structure and facilitating events like an IPO or acquisition. Its core function is to provide a clear, predetermined mechanism for transitioning preferred stock to common stock, thereby reducing uncertainty and administrative complexity during major corporate transactions.
Automatic Conversion of Stock. On the Mandatory Conversion Date, as provided in the Certificate of Designation, provided that the Company shall then have delivered to the Depositary the shares of Common Stock and the aggregate amount of cash required to pay any accrued and unpaid dividends on the Depositary Shares and for fractional share interests issuable and payable upon Automatic Conversion of the Stock then deposited with the Depositary, the Depositary shall convert (using such shares of Common Stock and cash so delivered to it) each holder's Depositary Shares into the proportionate number of whole shares of Common Stock and the proportionate amount of such cash to which such holder is thereby entitled. The Depositary shall, as directed by the Company, mail, first class postage prepaid, notice of such Automatic Conversion of Stock and the proposed simultaneous Automatic Conversion of the Depositary Shares, not less than five and not more than 15 days prior to the Mandatory Conversion Date. Such notice shall be mailed to each holder at the address of such holder as the same appears on the records of the Depositary at the close of business on the second business day immediately preceding the date on which the mailing of such notices is commenced; but neither failure to mail any such notice to one or more holders nor any defect in any notice shall affect the sufficiency of the proceedings for Automatic Conversion. The Company shall provide the Depositary with such notice, and each such notice shall state: the Mandatory Conversion Date; that all outstanding Depositary Shares on the Mandatory Conversion Date will be automatically converted into shares of Common Stock and the conversion rate at which such Automatic Conversion shall occur; the amount of accrued and unpaid dividends, if any, payable with respect to each Depositary Share to be so converted; the place or places where Receipts to be so converted are to be surrendered for conversion; that dividends in respect of the Stock represented by the Depositary Shares to be so converted shall cease to accrue as of the Mandatory Conversion Date; and such additional information as the Company in its discretion deems appropriate. From and after the Mandatory Conversion Date, the Depositary Shares automatically converted into shares of Common Stock shall be deemed no longer to be outstanding and all rights of the holders of Receipts evidencing such Depositary Shares (except the right to receive the shares of Common Stock and any cash payabl...
Automatic Conversion of Stock. At the Effective Time, all of the shares of Level One Common Stock and Level One Preferred Stock that, immediately prior to the Effective Time, are issued and outstanding shall, by virtue of the Merger and without any action on the part of First Merchants, Level One or the holders thereof, be converted in accordance with subsections (a) and (b) above into the right to receive, subject to the other provisions hereof, the aggregate Merger Consideration (in the case of the Level One Common Stock) or an equivalent number of First Merchants Preferred Stock (in the case of the Level One Preferred Stock).
Automatic Conversion of Stock. At the Effective Time, all of the shares of First Savings Common Stock that, immediately prior to the Effective Time, are issued and outstanding shall, by virtue of the Merger and without any action on the part of First Merchants, First Savings or the holders thereof, be converted in accordance with subsection (a) above into the right to receive, subject to the other provisions hereof, the Merger Consideration.
Automatic Conversion of Stock. On the Mandatory Conversion Date, provided that the Company shall then have delivered to the Depositary the shares of Common Stock and the aggregate amount of cash required to pay any accrued and unpaid dividends and for fractional share interests issuable and payable upon Automatic Conversion of the Stock then deposited with the Depositary, the Depositary shall convert (using such shares of Common Stock and cash so delivered to it) each holder's Depositary Shares into the proportionate number of whole shares of Common Stock and the proportionate amount of such cash to which such holder is thereby entitled.