Notice of Distributions, Rights of Reorganization, Etc. In the event at any time prior to the Note Maturity Date: (i) Borrower offers for subscription pro rata to the holders of its Common Stock any additional shares of stock of any class or other rights; (ii) Borrower undergoes any capital reorganization, or reclassification of the capital stock of the Borrower, or consolidation or merger of the Borrower, or sale of all or substantially all of its assets to, another corporation; or (iii) Borrower files for a voluntary or involuntary dissolution, liquidation or winding up of the Borrower; Then, in any of the aforesaid events, the Borrower shall furnish a written notice, to the holder of this Note, of the date on which (a) the books of the Borrower shall close or a record shall be taken for such dividend, distribution or subscription rights, or (b) such reorganization, reclassification, consolidation, merger, sale, dissolution, liquidation or winding up shall take place, as the case may be. Such notice shall also specify the dates as of which the holders of common stock of record shall participate in such dividend, distribution or subscription rights, or shall be entitled to exchange their stock for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, sale, dissolution, liquidation or winding up, as the case may be. Such written notice shall be given at least 20 days prior to the record date or the date on which the Borrower’s transfer books are closed in respect thereto.
Appears in 5 contracts
Samples: Convertible Note Agreement (Sunrise Energy Resources Inc), Convertible Note Agreement (Sunrise Energy Resources Inc), Convertible Note Agreement (Sunrise Energy Resources Inc)
Notice of Distributions, Rights of Reorganization, Etc. In the event case at any time prior to the Note Maturity Datetime:
(i1) Borrower offers the Company pays any dividend payable in stock upon its Common Stock or make any distribution (other than regular cash dividend) to the holders of its Common Stock;
(2) the Company shall offer for subscription pro rata to the holders of its Common Stock any additional shares of stock of any class or other rights;
(ii3) Borrower undergoes there shall be any capital reorganization, or reclassification of the capital stock of the BorrowerCompany, or consolidation or merger of the BorrowerCompany, or sale of all or substantially all of its assets to, another corporation; or
(iii4) Borrower files for there shall be a voluntary or involuntary dissolution, liquidation or winding up of the BorrowerCompany; Then, then in any one or more of the aforesaid eventssaid cases, the Borrower Company shall furnish a give written notice, to the holder of this Convertible Note, of the date on which (a) the books of the Borrower Company shall close or a record shall be taken for such dividend, distribution or subscription rights, or (b) such reorganization, reclassification, consolidation, merger, sale, dissolution, liquidation or winding up shall take place, as the case may be. Such notice shall also specify the dates as of which the holders of common stock Common Stock of record shall participate in such dividend, distribution or subscription rights, or shall be entitled to exchange their stock Common Stock for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, sale, dissolution, liquidation or winding up, as the case may be. Such written notice shall be given at least 20 days prior to the record date or the date on which the BorrowerCompany’s transfer books are closed in respect thereto.
Appears in 5 contracts
Samples: 10% Subordinated Note (Sunrise Energy Resources Inc), 10% Subordinated Note (Sunrise Energy Resources Inc), 10% Subordinated Note (Sunrise Energy Resources Inc)