Common use of Completion of Conversion Clause in Contracts

Completion of Conversion. 4.2.1 Subject to section 4.1 and section 4.7, within five Business Days of the Conversion Date, the Company shall cause the registrar and transfer agent for its Common Shares to deliver to and on account of the Holders certificates (or a global certificate, as the case may be) for the Common Shares to which the Holder is entitled, and shall deliver to the Indenture Trustee on account of and for delivery to each Holder who has elected to convert his Debentures pursuant to section 4.1, in respect of the Debentures which the Holder has elected to convert: (a) a wire transfer of funds in the amount of the value of a fractional Common Share in accordance with section 4.3, if any; (b) a wire transfer of funds in the amount of the accrued and unpaid interest thereon up to but not including the Conversion Date; and (c) if the Holder has elected to convert a principal amount of Debentures (the “converted amount”) which is less than the principal amount of all Debentures of which such person is the Holder immediately prior to such conversion (the “registered amount”), either (i) Definitive Debenture(s) registered in the name of such Holder in an aggregate principal amount equal to the amount by which the registered amount exceeds the converted amount, if the Holder is a Holder of Definitive Debentures, or (ii) a notation on the Principal Amount Grid attached as Appendix I in Schedule “A” to the Global Debenture certificate in Schedule “A” reducing the principal amount thereof by the converted amount. The Indenture Trustee shall, pursuant to instructions from the Company, pay any such cash received pursuant to this subsection 4.2.1 to the applicable Holder on the Business Day next succeeding the date it received such funds from the Company. 4.2.2 All Debentures converted in whole or in part pursuant to this ARTICLE 4 shall be forthwith delivered to and cancelled by the Indenture Trustee and the Indenture Trustee shall amend the register maintained by it accordingly. 4.2.3 Except as provided herein, Debentures which have been converted may not be reissued or resold.

Appears in 2 contracts

Samples: Indenture (Golden Star Resources LTD), Indenture (Golden Star Resources LTD)

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Completion of Conversion. 4.2.1 (a) Subject to section 4.1 and section 4.74.1, within five Business Days of the Conversion Date, the Company Corporation shall cause deliver, or have the registrar and transfer agent for its Common Shares to deliver to and on account of the Holders certificates (or a global certificateTransfer Agent deliver, as the case may be) for the Common Shares to which the Holder is entitled, and shall deliver to the Indenture Trustee on account of and the Holder for delivery to each Holder who has elected to convert his Debentures pursuant to section 4.1, in respect for each $1,000 principal amount of the Debentures which the Holder has elected to convert: (ai) certificates for the Common Shares to which the Holder is entitled; (ii) a wire transfer of funds certified cheque or bank draft in the amount of the value of a fractional Common Share in accordance with section 4.3Share, if any; (biii) a wire transfer of funds certified cheque or bank draft in the amount of the accrued and unpaid interest thereon up to but not including the Conversion Date; thereon, and (civ) if the Holder has elected to convert a principal amount of Debentures Debentures, together with the accrued and unpaid interest thereon (the “converted exercised amount”) ), which is less than the principal amount of all Debentures of which such person is the Holder immediately prior to such conversion exercise (the “registered amount”), either (i) Definitive Debenture(s) registered in the name of such Holder in an aggregate principal amount equal to the amount by which the registered amount exceeds the converted exercised amount, if the Holder is a Holder of Definitive Debentures, or (ii) a notation on the Principal Amount Grid attached as Appendix I in Schedule “A” to the Global Debenture certificate in Schedule “A” reducing the principal amount thereof by the converted amount. The Indenture Trustee shall, pursuant to instructions from the Company, pay any such cash received pursuant to this subsection 4.2.1 to the applicable Holder on the Business Day next succeeding the date it received such funds from the Company. 4.2.2 (b) All Debentures converted in whole or in part pursuant to this ARTICLE Article 4 shall be forthwith delivered to and cancelled by the Indenture Trustee and the Indenture Trustee shall amend the register maintained by it accordingly. 4.2.3 (c) The Corporation shall provide or cause to be provided to the Indenture Trustee the certificates for the Common Shares and for the Debentures to be delivered pursuant to section 4.2(a), if any, and pay to the Indenture Trustee sufficient funds, by certified cheque or bank draft, in a timely manner, to permit the Indenture Trustee, on behalf of the Corporation, to make the delivery required by section 4.2(a) and any other payments, if any, required by section 4.3. Except as provided herein, Debentures which have been converted may not be reissued or resold.

Appears in 1 contract

Samples: Indenture (Student Transportation Inc.)

Completion of Conversion. 4.2.1 (1) Subject to section 4.1 sections 4.05 and section 4.7, within five Business Days of the Conversion Date4.08, the Company shall cause the registrar and transfer agent for its Common Shares to deliver to and the Trustee on account of the Holders certificates (or a global certificate, as the case may be) for the Common Shares to which the Holder is entitled, and shall deliver to the Indenture Trustee on account of and for delivery to (i) each Holder who is deemed to have elected to convert his Debentures pursuant to section 4.01(3), as soon as practicable and in any event within 10 days after surrender of his Debentures in accordance with this Article 4, and to (ii) each Holder who has elected to convert his Debentures pursuant to section 4.1sections 4.01, in respect 4.02 or 4.03, as soon as practicable after the date of the conversion, for each $1,000 principal amount of Debentures which the Holder has elected or is deemed to convert: have elected to convert (a) a wire transfer of funds in certificates for the amount of Subordinate Voting Shares to which the value of a fractional Common Share in accordance with section 4.3Holder is entitled, if any; (b) a wire transfer of funds in interest accrued on such Debentures from the amount of the accrued and unpaid last date to which interest thereon up has been paid on such Debentures to but not including excluding the Conversion Date; date of conversion, and (c) if the Holder has elected (or pursuant to section 4.02(2) is deemed to have elected) to convert a principal amount of Debentures (the “converted exercised amount”) which is less than the principal amount of all Debentures of which such person is the Holder immediately prior to such conversion exercise (the “registered amount”), either (i) Definitive Debenture(s) registered in the name of such Holder in an aggregate principal amount equal to the amount by which the registered amount exceeds the converted exercised amount, if the Holder is a Holder of Definitive Debentures, or (ii) a notation on the Principal Amount Grid attached as Appendix I in Schedule “A” to the Global Debenture certificate in Schedule “A” reducing the principal amount thereof by the converted amount. The Indenture Trustee shall, pursuant to instructions from the Company, pay any such cash received pursuant to this subsection 4.2.1 to the applicable Holder on the Business Day next succeeding the date it received such funds from the Company. 4.2.2 (2) All Debentures converted in whole or in part pursuant to this ARTICLE 4 shall be forthwith delivered to and cancelled by the Indenture Trustee in accordance with Article 9 and the Indenture Trustee shall amend the register maintained by it pursuant to section 2.09 accordingly. 4.2.3 Except as provided herein(3) The Company shall pay to the Trustee sufficient funds, Debentures which have been converted may not be reissued by certified cheque or resoldbank draft, in a timely manner, to permit the Trustee, on behalf of the Company, to make the interest payment, if any, required by section 4.07(1) and the payments, if any, required by sections 4.02, 4.03, 4.05 and 4.08.

Appears in 1 contract

Samples: Indenture (Telesystem International Wireless Inc)

Completion of Conversion. 4.2.1 Subject to section 4.1 and section 4.74.1, within five Business Days of the Conversion Date, the Company shall cause the registrar and transfer agent for its Common Shares to deliver to and on account of the Holders certificates (or a global certificate, as the case may be) for the Common Shares to which the Holder is entitled, and shall deliver to the Indenture Trustee on account of and the Holder for delivery to each Holder who has elected to convert his Debentures pursuant to section 4.1, in respect for each $1,000 principal amount of Debentures, plus the Debentures accrued and unpaid interest thereon, which the Holder has elected to convert: (a) certificates for the Common Shares to which the Holder is entitled; (b) a wire transfer of funds certified cheque or bank draft in the amount of the value of a fractional Common Share in accordance with section 4.3Share, if any; (b) a wire transfer of funds in the amount of the accrued and unpaid interest thereon up to but not including the Conversion Date; and (c) if the Holder has elected to convert a principal amount of Debentures Debentures, together with the accrued and unpaid interest thereon (the “converted exercised amount”) ), which is less than the principal amount of all Debentures of which such person is the Holder immediately prior to such conversion exercise (the “registered amount”), either (i) Definitive Debenture(s) registered in the name of such Holder in an aggregate principal amount equal to the amount by which the registered amount exceeds the converted exercised amount, if the Holder is a Holder of Definitive Debentures, or (ii) a notation on the Principal Amount Grid attached as Appendix I in Schedule “A” to the Global Debenture certificate in Schedule “A” reducing the principal amount thereof by the converted amount. The Indenture Trustee shall, pursuant to instructions from the Company, pay any such cash received pursuant to this subsection 4.2.1 to the applicable Holder on the Business Day next succeeding the date it received such funds from the Company. 4.2.2 All Debentures converted in whole or in part pursuant to this ARTICLE article 4 shall be forthwith delivered to and cancelled by the Indenture Trustee and the Indenture Trustee shall amend the register maintained by it accordingly. 4.2.3 The Company shall provide to the Indenture Trustee the certificates for the Common Shares and for the Debentures to be delivered pursuant to subsection 4.2.1, if any, and pay to the Indenture Trustee sufficient funds, by certified cheque or bank draft, in a timely manner, to permit the Indenture Trustee, on behalf of the Company, to make the delivery required by subsection 4.2.1 and any other payments, if any, required by section 4.3. Except as provided herein, Debentures which have been converted may not be reissued or resold.

Appears in 1 contract

Samples: Indenture (Alamos Gold Inc)

Completion of Conversion. 4.2.1 Subject to section 4.1 and section 4.74.1, within five Business Days of the Conversion Date, the Company shall cause the registrar and transfer agent for its Common Shares to deliver to and on account of the Holders certificates (or a global certificate, as the case may be) for the Common Shares to which the Holder is entitled, and shall deliver to the Indenture Trustee on account of and for delivery to each Holder who has elected to convert his Debentures pursuant to section 4.1, in respect of the Debentures which the Holder has elected to convert: (a) a wire transfer of funds in the amount of the value of a fractional Common Share in accordance with section 4.3, if any; (b) a wire transfer of funds in the amount of the accrued and unpaid interest thereon up to but not including the Conversion Datethereon; and (c) if the Holder has elected to convert a principal amount of Debentures (the “converted amount”) ), which is less than the principal amount of all Debentures of which such person is the Holder immediately prior to such conversion (the “registered amount”), either (i) Definitive Debenture(s) registered in the name of such Holder in an aggregate principal amount equal to the amount by which the registered amount exceeds the converted amount, if the Holder is a Holder of Definitive Debentures, or (ii) a notation on the Principal Amount Grid attached as Appendix I in Schedule “A” to the Global Debenture certificate in Schedule “A” reducing the principal amount thereof by the converted amount. The Indenture Trustee shall, pursuant to instructions from the Company, pay any such cash received pursuant to this subsection 4.2.1 to the applicable Holder on the Business Day next succeeding the date it received such funds from the Company. 4.2.2 All Debentures converted in whole or in part pursuant to this ARTICLE Article 4 shall be forthwith delivered to and cancelled by the Indenture Trustee and the Indenture Trustee shall amend the register maintained by it accordingly. 4.2.3 Except as provided herein, Debentures which have been converted may not be reissued or resold.

Appears in 1 contract

Samples: Indenture (Golden Star Resources LTD)

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Completion of Conversion. 4.2.1 Subject (1) As soon as reasonably practicable but in any event on or prior to section 4.1 and section 4.7, within five the fifth Business Days of the Day after each Conversion Date, the Company Corporation and/or the Trustee shall cause the registrar and transfer agent for its Common Shares to deliver to and on account of the Holders certificates (or a global certificatesend by first class mail, as the case may be) for the Common Shares to which the Holder is entitledpostage prepaid, and shall deliver to the Indenture Trustee on account of and for delivery to each Holder who has elected to convert his its Debentures pursuant to section 4.1, in respect of the Debentures which the Holder has elected to convertSection 4.1 on such Conversion Date: (a) a wire transfer cheque for the Conversion Value of funds each $1,000 principal amount of Debentures which such Holder has elected to convert together with interest on such Conversion Value at the rate of 6.00% per annum for the period from and including the Business Day immediately after such Conversion Date to but excluding the day such cheque is deposited in the amount mail, provided that the Corporation has exercised its right pursuant to Section 4.2, or certificates for the Exchangeable Shares to which such Holder is entitled provided that such Debentureholder has not completed the Retraction Request forming part of the value of a fractional Common Share in accordance with section 4.3, if anyConversion Notice; (b) a wire transfer of funds in cheque for interest accrued on such Debentures from the amount of the accrued and unpaid last date to which interest thereon up has been paid on such Debentures to but not including excluding the Conversion Date; and (c) a cheque for the cash equivalent for any fractional Exchangeable Share contemplated by Section 4.5 to which such Holder is entitled; and (d) if the such Holder has elected to convert a principal amount of Debentures (the “converted amount”"EXERCISED AMOUNT") which is less than the principal amount of all the Debentures of which delivered by such person is Holder to the Holder immediately prior to such conversion Trustee with the Holder's Conversion Notice (the “registered amount”"REGISTERED AMOUNT"), either (i) Definitive Debenture(s) registered in the name of such Holder in an aggregate principal amount equal to the amount by which the registered amount exceeds the converted exercised amount, if the Holder is a Holder of Definitive Debentures, or (ii) a notation on the Principal Amount Grid attached as Appendix I less in Schedule “A” all cases any tax required by law to the Global Debenture certificate in Schedule “A” reducing the principal amount thereof by the converted amount. The Indenture Trustee shall, pursuant to instructions from the Company, pay any such cash received pursuant to this subsection 4.2.1 to the applicable Holder on the Business Day next succeeding the date it received such funds from the Companybe deducted. 4.2.2 (2) All Debentures converted in whole or in part pursuant to this ARTICLE 4 shall be forthwith delivered to and cancelled by the Indenture Trustee in accordance with Article 10 and the Indenture Trustee shall amend the register maintained by it pursuant to Section 2.9 accordingly. 4.2.3 Except as provided herein(3) The Corporation shall provide to the Trustee the certificates for the Exchangeable Shares and for the Debentures to be delivered pursuant to Section 4.4(1), Debentures which have been converted may not be reissued if any, and pay to the Trustee sufficient funds, by certified cheque, bank draft or resoldwire transfer, in a timely manner, to permit the Trustee to fulfil its obligations under Section 4.4(1) and to make the payments, if any, required by Section 4.2 and Section 4.5.

Appears in 1 contract

Samples: Indenture (Amvescap PLC/London/)

Completion of Conversion. 4.2.1 (a) Subject to section 4.1 and section 4.74.1, within five Business Days of the Conversion Date, the Company Corporation shall cause deliver, or have the registrar and transfer agent for its Common Shares to deliver to and on account of the Holders certificates (or a global certificateTransfer Agent deliver, as the case may be) for the Common Shares to which the Holder is entitled, and shall deliver to the Indenture Trustee on account of and the Holder for delivery to each Holder who has elected to convert his Debentures pursuant to section 4.1, in respect for each $1,000 principal amount of the Debentures which the Holder has elected to convert: (ai) certificates for the Common Shares to which the Holder is entitled; (ii) a wire transfer of funds certified cheque or bank draft in the amount of the value of a fractional Common Share in accordance with section 4.3Share, if any; (biii) a wire transfer of funds certified cheque or bank draft in the amount of the accrued and unpaid interest thereon up to but not including the Conversion Date; thereon, and (civ) if the Holder has elected to convert a principal amount of Debentures Debentures, together with the accrued and unpaid interest thereon (the “converted exercised amount”) ), which is less than the principal amount of all Debentures of which such person is the Holder immediately prior to such conversion exercise (the “registered amount”), either (i) Definitive Debenture(s) registered in the name of such Holder in an aggregate principal amount equal to the amount by which the registered amount exceeds the converted exercised amount, if the Holder is a Holder of Definitive Debentures, or (ii) a notation on the Principal Amount Grid attached as Appendix I in Schedule “A” to the Global Debenture certificate in Schedule “A” reducing the principal amount thereof by the converted amount. The Indenture Trustee shall, pursuant to instructions from the Company, pay any such cash received pursuant to this subsection 4.2.1 to the applicable Holder on the Business Day next succeeding the date it received such funds from the Company. 4.2.2 (b) All Debentures converted in whole or in part pursuant to this ARTICLE Article 4 shall be forthwith delivered to and cancelled by the Indenture Trustee and the Indenture Trustee shall amend the register maintained by it accordingly. 4.2.3 (c) The Corporation shall provide or cause to be provided to the Indenture Trustee the certificates or other evidence of ownership representing the Common Shares and the Debentures to be delivered pursuant to section 4.2(a), if any, and pay to the Indenture Trustee sufficient funds, by wire transfer, in a timely manner, to permit the Indenture Trustee, on behalf of the Corporation, to make the delivery required by section 4.2(a) and any other payments, if any, required by section 4.3. Except as provided herein, Debentures which have been converted may not be reissued or resold. (d) In the event of a conversion of Debentures into Freely Tradeable Common Shares where the Holder is subject to withholding Taxes pursuant to Applicable Law, the Indenture Trustee, on the Written Request of the Corporation but for the account of the Holder, shall facilitate the delivery of the number of Common Shares indicated in such Written Request to the investment banks, brokers or dealers selected by the Corporation, out of the Freely Tradeable Common Shares issued by the Corporation Trust for this purpose, such number of Freely Tradeable Common Shares that together with any cash payment in lieu of fractional Common Shares, if any, is sufficient to yield net proceeds (after payment of all costs) to cover the amount of Taxes required to be withheld or deducted, and shall remit same on behalf of the Corporation to the relevant Governmental Authority as and when required by Applicable Law and shall transfer the balance of the cash proceeds, if any, to the Holder.

Appears in 1 contract

Samples: Indenture (Student Transportation Inc.)

Completion of Conversion. 4.2.1 (1) Subject to section 4.1 and section 4.7, within five Business Days of the Conversion Date4.5, the Company shall cause the registrar and transfer agent for its Common Shares to deliver to and the Trustee on account of the Holders certificates (or a global certificate, as the case may be) for the Common Shares to which the Holder is entitled, and shall deliver to the Indenture Trustee on account of and for delivery to each Holder who has elected to convert his such Holder's Debentures pursuant to section 4.14.1 or whose Debentures were converted pursuant to Section 4.2, as soon as practicable after the surrender of such Holder's Debentures in respect accordance with this Article 4, for each US$1,000 principal amount of the Debentures which the Holder has elected or is deemed to convert: have elected to convert (a) a wire transfer of funds in certificates for the amount of Subordinate Voting Shares to which the value of a fractional Common Share in accordance with section 4.3Holder is entitled (which shall be made available to such Holder no later than the second Business Day following the Conversion Date), if any; (b) a wire transfer of funds in interest accrued on such Debentures from the amount of the accrued and unpaid last date to which interest thereon up to has been paid on such Debentures to, but not including excluding, the Conversion Date; and , (c) if the Holder has elected to convert a principal amount of Debentures (the “converted amount”"EXERCISED AMOUNT") which is less than the principal amount of all Debentures of which such person is the Holder immediately prior to such conversion exercise (the “registered amount”"REGISTERED AMOUNT"), either (i) Definitive Debenture(s) registered in the name of such Holder in an aggregate principal amount equal to the amount by which the registered amount exceeds the converted amount, if the Holder is a Holder exercised amount and (d) cash in lieu of Definitive Debentures, or (ii) a notation on the Principal Amount Grid attached as Appendix I in Schedule “A” to the Global Debenture certificate in Schedule “A” reducing the principal amount thereof by the converted amount. The Indenture Trustee shall, pursuant to instructions from the Company, pay any such cash received pursuant to this subsection 4.2.1 to the applicable Holder on the Business Day next succeeding the date it received such funds from the Companyfractional Subordinate Voting Shares. 4.2.2 (2) All Debentures converted in whole or in part pursuant to this ARTICLE 4 shall be forthwith delivered to and cancelled by the Indenture Trustee in accordance with Article 9 and the Indenture Trustee shall amend the register maintained by it pursuant to section 2.10 accordingly. 4.2.3 Except as provided herein(3) The Company shall pay to the Trustee sufficient funds, Debentures which have been converted may not be reissued by certified cheque or resoldbank draft, in a timely manner, to permit the Trustee, on behalf of the Company, to make the interest payment, if any, required by section 4.4 and the payments, if any, required by section 4.5.

Appears in 1 contract

Samples: Second Amending Agreement (Jp Morgan Partners Bhca Lp)

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