Prior to the Mandatory Conversion Date Clause Samples
The "Prior to the Mandatory Conversion Date" clause defines the rights, obligations, or actions that are permitted or required before a specified date when a mandatory conversion event occurs, such as the automatic conversion of convertible securities into equity. In practice, this clause may outline what investors or the company can do with the securities before they are converted, such as exercising certain rights, transferring the securities, or receiving dividends. Its core function is to clarify the period and conditions under which parties may act before the conversion becomes compulsory, thereby preventing disputes and ensuring all parties understand their options and limitations during this interim period.
Prior to the Mandatory Conversion Date. In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Corporation (a “Liquidation”), from and after the Original Issue Date and prior to the Mandatory Conversion Date, subject to applicable law and the rights of the holders of any outstanding shares of Liquidation Senior Stock, each holder of any outstanding shares of Series 1 Preferred Stock shall be entitled to receive, together with the holders of any Liquidation Parity Stock, an amount in cash equal to the aggregate Liquidation Value of all shares of Series 1 Preferred Stock held by such holder, to be paid out of the Liquidation Proceeds, before any payment shall be made to the holders of Liquidation Junior Stock by reason of their ownership thereof. If upon any Liquidation the remaining assets of the Corporation available for distribution to its stockholders shall be insufficient to pay the holders of shares of Series 1 Preferred Stock and the holders of any Liquidation Parity Stock the full preferential amount to which they are entitled, (i) the holders of shares of Series 1 Preferred Stock and the holders of any Liquidation Parity Stock shall share ratably in any distribution of the Liquidation Proceeds in proportion to the respective full preferential amounts which would otherwise be payable to a holder of shares of Series 1 Preferred Stock or Liquidation Parity Stock in respect of such shares if all preferential amounts payable on or with respect to such shares in a Liquidation were paid in full, and (ii) the Corporation shall not make or agree to make any payments to the holders of Liquidation Junior Stock. In the event of a Liquidation prior to the Mandatory Conversion Date, in addition to and after payment in full of all preferential amounts required to be paid to the holders of Series 1 Preferred Stock upon a Liquidation prior to the Mandatory Conversion Date under the foregoing provisions of this Section 5(a), the holders of shares of Series 1 Preferred Stock then outstanding shall be entitled to participate with the holders of shares of Liquidation Junior Stock then outstanding, pro rata as a single class based on the number of outstanding shares of Liquidation Junior Stock on an as-converted into Common Stock basis held by each holder as of immediately prior to the Liquidation, in the distribution of all the remaining Liquidation Proceeds available for distribution to its stockholders.
Prior to the Mandatory Conversion Date. Except as provided in Section 3(b), the holders of outstanding shares of Series 1 Preferred Stock shall not be entitled to share in any dividends or distributions of any kind or nature whatsoever, and in furtherance thereof, shall not have any dividend or distribution privileges of any kind or nature whatsoever.
Prior to the Mandatory Conversion Date except as provided by applicable law, each share of Series 1 Preferred Stock will be entitled to