Mandatory Conversion by Corporation Sample Clauses

Mandatory Conversion by Corporation. (a) Provided that (1) the Conversion Shares to be issued on any mandatory conversion are Freely Tradeable and expected to remain Freely Tradeable for at least 30 Trading Days; (2) the Common Stock is listed on a Principal Market and trading on such market or exchange shall not have been suspended; and (3) no Optional Redemption Event or Additional Dividend Event or any event which, with the notice or passage of time, or both, would become an Optional Redemption Event or Additional Dividend Event, has occurred and is continuing, then the Corporation may, at its option, cause all of the outstanding Series J Preferred Stock to be converted into shares of Common Stock, in accordance with Section 9(b), at any time and from time to time, if the average of the Market Prices of the Common Stock over the Trading Days in any thirty (30) consecutive calendar day period ending not more than five (5) days prior to the giving of the notice referred to in Section 9(c) below equals or exceeds 150% of the Conversion Price (the "TARGET PRICE"). The Target Price shall initially equal $1.31. (b) Each share of Series J Preferred Stock shall be converted into a number of shares of Common Stock equal to: (x) $100.00 liquidation preference per share of Series J Preferred Stock plus the amount of any accrued and unpaid dividends (whether or not earned or declared) on the Series J Preferred Stock (including an amount equal to a prorated dividend from the immediately preceding Dividend Payment Date, or if such conversion is prior to the first Dividend Payment Date, from the Closing Date, to the date of such conversion) divided by (y)

Mandatory Conversion by Corporation. (a) If: (i) the shares of Common Stock to be issued on any mandatory conversion of shares of the Series A Preferred pursuant to this Section 6 are Freely Tradeable, (ii) the Common Stock is listed on a Principal Market and trading on such market or exchange shall not have been suspended, or (iii) no Series A Preferred Breach or any event which, with the notice or passage of time, or both, would become an Series A Preferred Breach has occurred and is continuing, then this corporation may, at its option, cause all of the outstanding Series A Preferred to be converted into shares of Common Stock, in accordance with Section 6(b), at any time and from time to time, if the Market Price of the Common Stock for any twenty (20) of any thirty (30) most recent consecutive Trading Days prior to the giving of the notice referred to in Section 6(c) below equaled or exceeds the Target Price; (b) Each share of Series A Preferred plus the amount of any accrued and unpaid dividends thereon (whether or not earned or declared) on the Series A Preferred shall be converted into a number of shares of Common Stock equal to the Series A Conversion Rate. Notwithstanding the preceding, this corporation may, at its sole discretion, pay any or all of the accrued and unpaid dividends in cash. Subject to the provisions of the DGCL, no fractional shares of Common Stock shall be issued on the mandatory conversion, but the number of shares shall be rounded up or down to the nearest whole number. The amount of any accrued and unpaid dividends that this corporation elects to pay in cash shall be promptly sent to the holder thereof by means of check or other means provided by this corporation. (c) This corporation shall give thirty (30) days notice of its intent to convert in accordance with this Section no later than five (5) calendar days from the end of the thirty (30)-day period described above. Upon the giving of the notice referred to above, this corporation shall be bound to convert the Series A Preferred as to which notice has been provided. During the 30-day notice period, holders of the Series A Preferred will retain their right to convert their shares of Series A Preferred in accordance with Section 5.

Mandatory Conversion by Corporation