Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article III hereof, the Securities shall be convertible into cash and, if applicable, shares of Common Stock in accordance with this Article VIII and as set forth below if any of the following conditions are satisfied:
Conversion Privilege; Restrictive Legends. A Holder of a Security may convert the principal of such Security into Common Stock at any time during the period stated in paragraph 9 of the Securities. The number of shares issuable upon conversion of a Security is determined as follows: divide each $1,000 of the principal amount to be converted by the Conversion Price in effect on the conversion date and round the result to the nearest 1/100th of a share. The Conversion Price is subject to adjustment in accordance with Section 10.06. A Holder may convert a portion of the principal of such Security if the portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of it. Any shares issued upon conversion of a Security shall bear the Private Placement Legend set forth in Exhibit B(I) until after the second anniversary of the later of the Issue Date for such Security and the last date on which the Company or any Affiliate of the Company was the owner of such shares or the Security (or any predecessor security) from which such shares were converted (or such shorter period of time as permitted by Rule 144(k) under the Securities Act or any successor provision thereunder or such longer period of time as may be required under the Securities Act or applicable state securities laws unless otherwise agreed by the Company and the Holder thereof).
Conversion Privilege; Restrictive Legends. (a) Subject to the provisions of Section 3.8, the Securities shall be convertible into shares of Common Stock at any time prior to the close of business on the Maturity Date, in accordance with this Article X and as set forth below.
(b) The initial Conversion Price shall be $12.50 per share of Common Stock. The Conversion Price shall be subject to adjustment in accordance with Sections 10.7 through 10.12.
(c) If a Holder elects to convert its Securities in connection with a Cash Payment Change of Control and during the period beginning on the date of the applicable Change of Control Notice and ending at the close of business on the second Trading Day preceding the applicable Repurchase Date (such period, the “Cash Payment Change of Control Conversion Period”), then the number of shares of Common Stock issuable in respect of the Securities being converted by such Holder shall be increased on the manner set forth below; provided that if the Stock Price (as defined below) in such transaction is greater than the Table Price (as defined below) of $40.00 or less than the Table Price of $5.92 (subject in each case to adjustment in the same manner as the Conversion Price) the number of shares issuable upon such conversion shall not be increased. For the avoidance of doubt, the increase provided for in this Section 10.1(c) shall only be made with respect to the Securities being converted during the Cash Payment Change of Control Conversion Period and shall not be effective as to any Securities not so converted. The number of additional shares of the Common Stock to be received per $1,000 principal amount of Securities, will be determined by the Company by reference to the table attached as Schedule A hereto (the “Schedule A Table”) based on the date the Change of Control became effective as set forth in the Company’s Change of Control Notice (the “Effective Date”) and the price paid per share of Common Stock in the corporate transaction that gives rise to the Cash Payment Change of Control (the “Stock Price”) as such Stock Price corresponds to the prices set forth in the left column of the Schedule A Table (the “Table Prices”); provided that if a Holder of the Common Stock receives only cash in such corporate transaction, the Stock Price shall be the cash amount paid per share. In all other cases, the Stock Price will be the average closing stock price per share of the Common Stock (or any security into which the Common Stock has been converted in connection with t...
Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article III and this Article X, the Securities shall be convertible, in integral multiples of $1,000 principal amount, into Common Shares at any time until the close of business on the Business Day immediately preceding June 30, 2029.
(B) The initial Conversion Rate shall be 151.7220 Common Shares per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Sections 10.05 through 10.13.
(C) A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security.
(D) Any Common Shares that are issued upon conversion of a Security that bears the Private Placement Legend shall also bear the Private Placement Legend. Any Common Shares that are issued upon conversion of a Security that does not bear the Private Placement Legend shall also not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares not bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver Common Shares that do not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver only Common Shares that bear the Private Placement Legend unless (i) the requested transfer is after the Resale Restriction Termination Date, (ii) there is delivered to the Company and the registrar and transfer agent for the Common Shares an Opinion of Counsel reasonably satisfactory to the Company and addressed to the Company to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, (iii) such Security has been sold pursuant to an effective registration statement under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a notice in the form of Exhibit C hereto, or (iv) provided that the Company is a “foreign issuer” as defined in Rule 902 of Regulation S under the Securities Act at the time of sale, such Security has been sold outside the United States pursuant to Regulation S under the Securities Act and t...
Conversion Privilege; Restrictive Legends. 39 SECTION 10.02. Conversion Procedure .................................... 39 SECTION 10.03.
Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article III, the Securities shall be convertible into cash and, if applicable, shares of Common Stock, cash or a combination thereof, at the Company’s election, as set forth in Section 10.02, in accordance with this Article X and as set forth below if any of the following conditions are satisfied:
Conversion Privilege; Restrictive Legends. (a) Subject to the provisions of ARTICLE IX, the Securities shall be convertible, at any time, in integral multiples of $1,000 principal amount, into shares of Common Stock in accordance with this ARTICLE IX.
(b) The Company shall not issue fractional shares of Common Stock upon conversion. In the event of fractional shares, the Company shall pay a cash adjustment for fractional shares based on the close sale price per share of the Common Stock on the Trading Day immediately preceding the Conversion Date.
(c) Notwithstanding anything herein to the contrary, the right to convert the Securities pursuant to this ARTICLE IX shall terminate at the close of business on the Maturity Date.
(d) The initial Conversion Rate shall be shares of Common Stock per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Section 9.7 through Section 9.15.
(e) A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security.
Conversion Privilege; Restrictive Legends. 53 10.02 Conversion Procedure and Payment Upon Conversion............................................... 56 10.03
Conversion Privilege; Restrictive Legends. 9.1.1 Subject to the provisions of ARTICLE IX, the Securities shall be convertible, at any time, in integral multiples of $1,000 principal amount, into shares of Common Stock in accordance with this ARTICLE IX.
9.1.2 Notwithstanding anything herein to the contrary, the right to convert the Securities pursuant to this ARTICLE IX shall terminate at the close of business on the Maturity Date.
9.1.3 The initial Conversion Rate shall be 10,000 shares of Common Stock per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Section 9.7 through Section 9.15.
9.1.4 A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security.
Conversion Privilege; Restrictive Legends. (a) A Holder of a Convertible Note may convert the principal of such Convertible Note into Common Stock at any time during the period stated in the form of Convertible Note attached as Exhibit B. The number of shares issuable upon conversion of a Convertible Note is determined as follows: divide each $1,000 of the principal amount to be converted by the Conversion Price in effect on the conversion date and round the result to the nearest 1/100th of a share. The Conversion Price is subject to adjustment in accordance with Section 8.06.
(b) A Holder may convert a portion of the principal of such Convertible Note if the portion is at least $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Agreement that apply to conversion of all of a Convertible Note also apply to conversion of a portion of it.
(c) Notwithstanding any other provision of this Agreement, the Company may convert a Holder’s Convertible Note pursuant to Section 8(c) of the Convertible Note without any further action on the part of the Holder.
