Actual Conversion Amount definition

Actual Conversion Amount means all (or if permitted by the terms of this Note, that lesser portion) of the Balance actually converted into Conversion Stock pursuant to Section 6.1, on an Actual Conversion Date, including, if accrued interest and expenses convert pursuant to the terms of this Note, interest and expenses accrued through such Actual Conversion Date and actually converted into Conversion Stock.
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Actual Conversion Amount means the amount of the outstanding balance of a Loan (including for clarity the aggregate outstanding principal and all accrued interest and PIK Interest in respect of such Loan) converted into Conversion Stock pursuant to Section 2 of this Schedule II.
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Actual Conversion Amount means all (or if permitted by the terms of this Note or the Purchase Agreement, that lesser portion) of the Balance actually converted into Conversion Stock pursuant to Section 6, on an Actual Conversion Date, including, if accrued interest and expenses convert pursuant to the terms of this Note, interest and expenses accrued through such Actual Conversion Date and actually converted into Conversion Stock.
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Examples of Actual Conversion Amount in a sentence

  • In the event that prior to the Maturity Date, the Company Stockholder Approval is obtained and the filing of the Certificate of Designation is deemed effective by the State of Delaware’s Secretary of State, the Actual Conversion Amount shall be automatically converted, in whole and not in part, without any further action of Lender, into shares of Series A Preferred Stock on the date that the Certificate of Designation filing is deemed effective.

  • The number of shares of Series A Preferred Stock to be issued to Lender upon conversion pursuant to this Section 2.1 shall equal (i) the Actual Conversion Amount, divided by (ii) the Conversion Price.

  • Upon conversion of the Actual Conversion Amount and delivery and surrender of this Note to Issuer duly endorsed and marked cancelled and paid, Issuer shall issue and deliver to Lender a certificate or certificates for the number of full shares of Series A Preferred Stock to which Lender is entitled under the terms set forth in Section 2.1 and with legends required by applicable state and federal securities laws in the opinion of counsel to the Issuer.


More Definitions of Actual Conversion Amount

Actual Conversion Amount means all of the Balance actually converted into Series A Preferred Stock pursuant to Section 2.1, on an Actual Conversion Date, including, if accrued interest and expenses convert pursuant to the terms of this Note, interest and expenses accrued through such Actual Conversion Date and actually converted into Series A Preferred Stock; provided, however, it is understood and agreed that the Lender shall have the option to either include the accrued interest and expenses on this Note through the Actual Conversion Date in the Actual Conversion Amount, or alternatively requiring the payment by the Issuer of all accrued interest and expenses on this Note through the Actual Conversion Date to the Lender by check or wire transfer on the Actual Conversion Date, in which event such amounts shall not be included in the Actual Conversion Amount.
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Actual Conversion Amount means the Maximum Conversion Amount, multiplied by the ratio of Facility C commitments held by the Initial Conversion Creditors to total Facility C commitments 5 Business Days prior to the Effective Date. “Total Conversion Shares” means the number of shares equal to the actual number of existing shares divided by 5%, less the actual number of existing shares. Post-Effective Date shareholding structure: As a result of the foregoing, on the Effective Date and following the occurrence of the Initial Conversion, the Company’s shareholding will be as follows: - the Initial Conversion Creditors will collectively hold a minimum of 90% and a maximum of 95% of the shares in the Company; and - a minimum of 5% and a maximum of 10% of the shares in the Company will be held by the Existing Shareholders.
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Related to Actual Conversion Amount

  • Conversion Amount means the sum of the Stated Value at issue.

  • Forced Conversion Amount means the sum of (a) 100% of the aggregate Stated Value then outstanding and (b) all liquidated damages and other amounts due in respect of the Preferred Stock.

  • Final Conversion Date means 5:00 p.m. in New York City, New York on the earlier to occur following the IPO of (i) the first Trading Day falling on or after the date on which the outstanding shares of Class B Common Stock represent less than ten percent (10%) of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock, (ii) the tenth (10th) anniversary of the IPO or (iii) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.

  • Initial Conversion Price has the meaning specified in Section 13.01.

  • Applicable Conversion Price means the Conversion Price in effect at any given time.

  • Base Conversion Price shall have the meaning set forth in Section 5(b).

  • Final Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency determined by the Calculation Agent equal to the Notional Amount multiplied by:

  • Interest Conversion Price means, with respect to any Interest Date, that price which shall be computed as 100.0% of the arithmetic average of the Weighted Average Price of the Common Stock on each of the ten (10) consecutive Trading Days immediately preceding the applicable Interest Date (each, an “Interest Measuring Period”). All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction during such period.

  • Daily Conversion Value means, for each of the 40 consecutive Trading Days during the relevant Observation Period, 2.5% of the product of (a) the Conversion Rate on such Trading Day and (b) the Daily VWAP on such Trading Day.

  • Calculation Amount means the amount specified as such on the face of any Note, or if no such amount is so specified, the Denomination Amount of such Note as shown on the face thereof;

  • Conversion Value means, with respect to Convertible Capital Appreciation Bonds, the Accreted Value as of the Conversion Date.

  • Adjusted Conversion Price means the lesser of the Fixed Conversion Price or the Floating Conversion Price one day prior to the record date set for the determination of stockholders entitled to receive dividends, distributions, rights or warrants as provided for in Sections 4(c)(ii), (iii) and (iv).

  • Mandatory Conversion Date has the meaning set forth in Section 7(a).

  • Early Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency calculated by the Calculation Agent as the fair market value (calculated without taking into account the creditworthiness of the Company) of a Preference Share as of the Early Preference Share Valuation Date taking into account such factor(s) as the Calculation Agent determines appropriate, including, but not limited to, the relevant Early Preference Share Redemption Event after deducting any Associated Costs (to the extent not already reflected in such fair market value).

  • Automatic Early Redemption Amount means the Automatic Early Redemption Amount specified in the relevant Final Terms.

  • Applicable Conversion Rate means the Conversion Rate in effect at any given time.

  • Company Conversion Price means, the lower of (i) the applicable Conversion Price and (ii) that price which shall be computed as ninety five percent (95%) of the lowest Volume Weighted Average Price of the Common Stock during the fifteen (15) consecutive Trading Days immediately preceding the applicable Installment Date. All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction.

  • Transaction Amount means the aggregate value of all of the issued and outstanding REIT Shares using a per share value equal to the per share value paid to the Stockholders in an Extraordinary Transaction. Transfer has the meaning set forth in Section 9.2(a) hereof. Value means, with respect to REIT Shares, the average of the daily market price of such REIT Share for the ten (10) consecutive trading days immediately preceding the date of such valuation. The market price for each such trading day shall be: (i) if the REIT Shares are Listed, the sale price, regular way, on such day, or if no such sale takes place on such day, the average of the closing bid and asked prices, regular way, on such day; (ii) if the REIT Shares are not Listed, the last reported sale price on such day or, if no sale takes place on such day, the average of the closing bid and asked prices on such day, as reported by a reliable quotation source designated by the General Partner; or (iii) if the REIT Shares are not Listed and no such last reported sale price or closing bid and asked prices are available, the average of the reported high bid and low asked prices on such day, as reported by a reliable quotation source designated by the General Partner, or if there shall be no bid and asked prices on such day, the average of the high bid and low asked prices, as so reported, on the most recent day (not more than ten (10) days prior to the date in question) for which prices have been so reported; provided that if there are no bid and asked prices reported during the ten (10) days prior to the date in question, the value of the REIT Shares shall be determined by the General Partner acting in good faith on the basis of such quotations and other information as it considers, in its reasonable judgment, appropriate. In the event the REIT Shares Amount includes rights that a holder of REIT Shares would be entitled to receive, then the value of such rights shall be determined by the General Partner acting in good faith on the basis of such quotations and other information as it considers, in its reasonable judgment, appropriate.

  • Optional Conversion Date means, with respect to the Optional Conversion of any Convertible Preferred Stock, the first Business Day on which the requirements set forth in Section 10(d)(ii) for such conversion are satisfied.

  • Interest Share Amount shall have the meaning set forth in Section 2(a).

  • Conversion Percentage means, (A) the number of Class B Ordinary Shares being converted, divided by (B) the total number of Class B Ordinary Shares issued and outstanding (i.e. up to 1,000).

  • Transaction Notional Amount means (A) in respect of any Transaction that is a cross currency hedge, the Base Currency Equivalent of the Currency Amount applicable to Party A’s payment obligations and (B) in respect of any other Transaction, the Base Currency Equivalent of the Notional Amount.

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • Monthly Redemption Amount means, as to a Monthly Redemption, $______, plus accrued but unpaid interest, liquidated damages and any other amounts then owing to the Holder in respect of this Debenture.

  • Cash Election Amount means the product of the number of Cash Election Shares multiplied by the Cash Election Consideration.

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).