Preferred Stock Exchange Sample Clauses

Preferred Stock Exchange. In the event that the Company and Huntingdon mutually agree to exchange the debt represented by one or more of the Existing Note and/or the Financing Notes for equity securities of the Company, in lieu of Huntingdon converting the Note, all or a portion of the Existing Notes and/or Financing Notes may be exchanged for shares of one or more newly created series of preferred stock, which series shall rank pari passu in all respects with the Series A Convertible Preferred Stock of the Company, and otherwise have substantially similar rights, preferences and privileges as, the Series A Convertible Preferred Stock of the Company, except that the conversion rate of any newly created of preferred stock shall be the same as the conversion rate of the Existing Note or Financing Note it is issued in exchange for and any preferred stock issued upon exchange of a Financing Note will have the same anti-dilution provisions as such Financing Note.
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Preferred Stock Exchange. On the Initial Closing Date (as defined below), upon the terms and subject to the conditions set forth herein, (X) the undersigned Exchanging Investor of Preferred Stock agrees to exchange the full amount of Series A Shares and Series B Shares, as applicable, shown opposite such Exchanging Investor’s name on Schedule I hereto (the “Preferred Stock Exchange”) for the Initial Common Stock Consideration and Cash Consideration and (Y) the Company agrees to (a) issue to the Exchanging Investor of Preferred Stock, the number of New Common Shares as set forth under the heading “Initial Common Stock Consideration” on Schedule I hereto opposite such Exchanging Investor’s name and (b) pay to such Exchanging Investor the amount of cash in U.S. dollars as set forth under the heading “Preferred Stock Cash Consideration” on Schedule I hereto opposite such Exchanging Investor’s name.
Sample 1
Preferred Stock Exchange. The Company shall have completed a securities exchange or shall have otherwise have effected transactions such that the only shares or series of preferred stock of the Company outstanding shall be shares of the Preferred Stock. All such opinions, certificates, letters and other documents will be in compliance with the provisions hereof only if they are satisfactory in form and substance to you and counsel for the Underwriters. The Company will furnish you with such conformed copies of such opinions, certificates, letters and other documents as you shall reasonably request.
Sample 1
Preferred Stock Exchange. The exchange offer of Preferred Stock into common stock shall be at an exchange ratio to be determined The exchange offer will expire prior to the commencement of the rights offering. Appropriate provisions will be agreed upon by the Company and Tontine to provide prompt payment to exchanging holders Unexchanged shares of Preferred Stock will be redeemed promptly following the consummation of the rights offering If for any reason the unexchanged shares of Preferred Stock are not redeemed within 60 days after the closing of the rights offering, the maximum ownership by Tontine of common stock set forth above under “Additional Subscription Privilege” and “Maximum Ownership of Tontine” shall be increased to reflect such shares of Preferred Stock that have remained outstanding on an as converted basis. Tontine shall have the option to purchase any such additional shares resulting from such increase, if any, in the maximum ownership calculation Subscription Agent: To be determined by mutual agreement of Tontine and the Company
Sample 1
Preferred Stock Exchange. 2 Section 1.4. Loan.......................................................... 2
Sample 1
Preferred Stock Exchange. On the basis of the representations and warranties herein contained, and subject to the terms and conditions hereof, at the Closing, the Company shall deliver to Purchaser the Franklin Exchange Shares. In consideration therefor, and in full and complete payment therefor, the Purchaser shall sell, convey, transfer and deliver to the Company good and valid title in and to 350,000 shares of the Series B Preferred Stock, free and clear of all Liens. The certificates representing the 350,000 shares of the Series B Preferred Stock shall be duly endorsed (or accompanied by stock powers), with signatures guaranteed by a commercial bank or by a member of the New York Stock Exchange, for transfer to the Company.
Sample 1

Related to Preferred Stock Exchange

  • New York Stock Exchange Listing Application has been made, and the Securities shall have been listed and admitted and authorized for trading, subject to official notice of issuance, on the New York Stock Exchange so that trading on such exchange will begin within 30 days after the date of this Agreement.

  • New York Stock Exchange The Securities shall be duly listed, subject to notice of issuance, on the New York Stock Exchange, satisfactory evidence of which shall have been provided to the Representative.

  • Nasdaq Stock Market The Public Securities have been authorized for listing, subject to official notice of issuance and evidence of satisfactory distribution, on The Nasdaq Stock Market (the “Nasdaq”), and the Company knows of no reason or set of facts that is likely to adversely affect such authorization.

  • Stock Exchange Delisting Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable Laws and rules and policies of the New York Stock Exchange to enable the delisting by the Surviving Corporation of the Shares from the New York Stock Exchange as promptly as practicable after the Effective Time and the deregistration of the Shares under the Exchange Act at the Effective Time.

  • Stock Exchange De-listing Prior to the Closing Date, the Company shall cooperate with Parent and use reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable Laws and rules and policies of the NYSE to enable the delisting by the Surviving Corporation of the Shares from the NYSE and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

  • Stock Exchange Delisting; Deregistration Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

  • Stock Exchange Listing The shares of Common Stock have been approved for listing on the NASDAQ Capital Market (the “Exchange”), and the Company has taken no action designed to, or likely to have the effect of, delisting the shares of Common Stock from the Exchange, nor has the Company received any notification that the Exchange is contemplating terminating such listing except as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

  • The Nasdaq Global Market By the Effective Date, the Securities shall have been approved for trading on the Nasdaq Global Market.

  • Nasdaq Until the consummation of a Business Combination, the Company will use its best efforts to maintain the listing of the Public Securities on Nasdaq or a national securities exchange acceptable to the Representative.

  • Stock Exchange Listings Parent shall use all reasonable efforts to list on the NYSE, upon official notice of issuance, the Paired Shares to be issued in connection with the Merger.

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