Conversion Premium. (a) Eco Telecom expressly acknowledges the obligation of any holder of the Preferred Stock to pay, prior to the conversion of such Preferred Stock into Common Stock, an amount in cash equal to the fair market value of the Common Stock into which the Preferred Stock is then convertible, such fair market value to be determined at the time of such conversion (the "Conversion Premium") and agrees to be bound by such obligation upon its acquisition of the Preferred Stock.
Conversion Premium. Formula for Conversion Premium:
Conversion Premium. Approximately 47.5% above the closing price of the ADSs on Nasdaq on September 5, 2019 converted into euros at the currency conversion rate. Tax Redemption: In the event of certain changes to the laws governing a relevant taxing jurisdiction (as defined under “Description of Notes — Additional Amounts”), the Issuer will have the option to redeem, in whole but not in part, the notes for a purchase price equal to 100% of the principal amount of the notes to be purchased plus any accrued and unpaid interest, including any additional amounts, up to, but excluding, the redemption date. Upon the giving a notice of redemption in the event of certain changes to the laws governing a relevant taxing jurisdiction, a holder may elect not to have its notes redeemed, in which case such holder would not be entitled to receive the additional amounts referred to in “Description of Notes — Additional Amounts” section of the Preliminary Offering Circular after the redemption date. Optional Redemption Other than in connection with a tax redemption, the Issuer may not redeem the notes prior to September 6, 2022. On or after September 6, 2022, the Issuer may redeem for cash all or any portion of the notes, at its option, if the last reported sale price of the ADSs (converted into euros at the Bloomberg screen EURUSD Curncy rate (or its equivalent successor if such page is not available) at 4:00 p.m. (New York City time) on such trading day) has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending and including the trading day immediately preceding the date on which the Issuer provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. No “sinking fund” is provided for the notes, which means that the Issuer is not required to redeem or retire the notes periodically. Joint Book-Running Managers: Xxxxxxx Xxxxx & Co. LLC X.X. Xxxxxx Securities LLC Citigroup Global Markets Inc. Xxxxxx Xxxxxxx & Co. LLC Co-Managers: BTIG, LLC KeyBanc Capital Markets Inc. Xxxxxxx & Company, LLC SunTrust Xxxxxxxx Xxxxxxxx, Inc. Xxxxxxx Xxxxx & Company, L.L.C. ISIN (144A): XS2051126691 Common Code (144A): 205112669 Use of Proceeds: The Issuer estimates that the net proceeds from the offering will be approximat...
Conversion Premium. The term “
Conversion Premium. For any Automatic Conversion or Optional Conversion based on the Maximum Common Equity Value, the Conversion Amount will be multiplied by the “Conversion Premium Factor” The Conversion Premium Factor will be 1.15.
