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.

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.

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.

Examples of Actual Conversion Amount in a sentence

• 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.

• 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.

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.

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.