Conversion Common Shares means (i) the Common Stock issued or issuable upon conversion of the Preferred Stock and (ii) any Common Stock issued or issuable with respect to the securities referred to in clause (i) above by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reincorporation. As to any particular Conversion Common Shares, such shares shall cease to be Conversion Common Shares when they have been (x) effectively registered under the Securities Act and disposed of in accordance with the registration statement covering them, (y) distributed to the public through a broker, dealer or market maker pursuant to Rule 144 under the Securities Act or any comparable rule under any similar federal statute then in force or (z) repurchased by the Company.
Conversion Common Shares means (i) the Common issued or issuable upon conversion of any shares of Pari Passu Preferred and (ii) any Common issued or issuable with respect to the securities referred to in clause (i) above by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reincorporation. As to any particular Conversion Common Shares, such shares shall cease to be Conversion Common Shares when they have been (x) effectively registered under the Securities Act of 1933, as amended, and disposed of in accordance with the registration statement covering them, (y) distributed to the public through a broker, dealer or market maker pursuant to Rule 144 under the Securities Act of 1933, as then in effect, or any comparable statement under any similar federal statute then in force or (z) repurchased by the Corporation.
Conversion Common Shares means:
Examples of Conversion Common Shares in a sentence
Upon the occurrence of an Event of Noncompliance and for so long as such Event of Noncompliance continues, the holders of Pari Passu Preferred and Conversion Common Shares shall be entitled to appoint such number of additional Investor Directors to the Board (selected by the holders of a majority of the Pari Passu Preferred and Conversion Common Shares) such that the holders of Pari Passu Preferred and Conversion Common Shares have appointed a majority of the Board.
Upon notice from the holders of a majority of the outstanding Pari Passu Preferred and Conversion Common Shares, voting as a single class on a Common Equivalent Basis, then outstanding that they intend to exercise their rights under this Section 6(b)(i), the Corporation shall immediately take whatever action is necessary so as to effectuate this Section 6(b)(i), including, without limitation, increasing the size of the Board and electing such additional Investor Directors.
The Conversion Common Shares, if and when issued upon exercise of the conversion right in accordance with the terms of the Preferred Shares, will be validly issued, fully paid and nonassessable.This opinion letter has been prepared for use in connection with the Registration Statement.
To the extent that a registration statement under the Securities Act is effective and available for Common Shares to be delivered with respect to any Conversion, Common Shares that have been registered under the Securities Act shall be delivered in respect of such Conversion.
Upon the Effective Date, the Conversion Common Shares will have been duly authorized and reserved for issuance upon conversion of the Debenture and upon such issuance the Conversion Common Shares will be validly issued, fully paid and nonassessable and free from all taxes, liens and charges with respect to the issue thereof.
More Definitions of Conversion Common Shares
Conversion Common Shares means (i) the Common Stock issued or issuable upon conversion or redemption of the Series A Preferred Shares and (ii) any Common Stock issued or issuable with respect to the securities referred to in clause (i) above by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reincorporation. For purposes of this Agreement, any Person who holds Series A Preferred Shares shall be deemed to be the holder of the Conversion Common Shares obtainable upon conversion of the Series A Preferred Shares, regardless of any restriction or limitation on the conversion of the Series A Preferred Shares, such Conversion Common Shares shall be deemed to be in existence, and such Person shall be entitled to exercise the rights of a holder of Conversion Common Shares hereunder. As to any particular Conversion Common Shares, such shares shall cease to be Conversion Common Shares when they have been (x) effectively registered under the Securities Act and disposed of in accordance with the registration statement covering them, (y) distributed to the public through a broker, dealer or market maker pursuant to Rule 144 under the Securities Act (or any similar provision then in force) or (z) repurchased by the Company. In the event that the Company shall issue any Additional Preferred Shares under the circumstances contemplated in Section 3.4, then the term “Conversion Common Shares,” as used herein (except Sections 3.1, 3.2 and 9.2, where this sentence shall not apply), shall also include (1) Common Stock issued or issuable upon conversion or redemption of the Additional Preferred Shares and (2) any Common Stock issued or issuable with respect to the securities referred to in clause (1) above by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reincorporation.
Conversion Common Shares means (i) the Common Stock issued or issuable upon conversion or redemption of the Series D Preferred Shares, (ii) the Common Stock issued or issuable upon the exercise of the Warrants and (iii) any Common Stock issued or issuable with respect to the securities referred to in clauses (i) or (ii) above by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reincorporation. For purposes of this Agreement, any Person who holds Series D Preferred Shares or Warrants shall be deemed to be the holder of the Conversion Common Shares obtainable upon conversion of the Series D Preferred Shares or exercise of the Warrants, regardless of any restriction or limitation on the conversion of the Series D Preferred Shares or exercise of the Warrants; such Conversion Common Shares shall be deemed to be in existence, and such Person shall be entitled to exercise the rights of a holder of Conversion Common Shares hereunder. As to any particular Conversion Common Shares, such shares shall cease to be Conversion Common Shares when they have been (x) effectively registered under the Securities Act and disposed of in accordance with the registration statement covering them, (y) distributed to the public through a broker, dealer or market maker pursuant to Rule 144 under the Securities Act (or any similar provision then in force) or (z) repurchased by the Company
Conversion Common Shares means (i) the Common Stock issued or issuable upon conversion or redemption of the Preferred Stock, (ii) the Common Stock issued or issuable upon the exercise of the Warrants and (iii) any Common Stock issued or issuable with respect to the securities referred to in clauses (i) or (ii) above by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reincorporation. For purposes of this Agreement, any Person who holds Preferred Stock or Warrants shall be deemed to be the holder of the Conversion Common Shares obtainable upon conversion of the Preferred Stock or exercise of the Warrants, regardless of any restriction or limitation on the conversion of the Preferred Stock or exercise of the Warrants; such Conversion Common Shares shall be deemed to be in existence; and such Person shall be entitled to exercise the rights of a holder of Conversion Common Shares hereunder. As to any particular Conversion Common Shares, such shares shall cease to be Conversion Common Shares when they have been (x) effectively registered under the Securities Act and disposed of in accordance with the registration statement covering them, (y) distributed to the public through a broker, dealer or market maker pursuant to Rule 144 under the Securities Act (or any similar provision then in force) or (z) repurchased by the Company.
Conversion Common Shares means those shares of Common Stock issued upon conversion of (i) any or all Development Loans and/or Profit-Sharing Option Loans outstanding at any time and from time to time or (ii) any and all Conversion Preferred Shares outstanding at any time and from time to time.
Conversion Common Shares means the Common Stock issued or issuable upon conversion of the Series A Preferred Shares.
Conversion Common Shares means shares of Common Stock issuable upon the conversion of the Preferred Shares. “Holder” shall mean a holder of the Company’s Preferred Shares or Conversion Common Shares, as the case may be. “Original Purchase Price” shall mean the daily dollar volume-weighted closing price per share of the Common Stock on
Conversion Common Shares means the Common Shares that would be issuable upon a conversion of the Preferred Shares in accordance with Article FOURTH Section B.5A(ii) of the Articles.