Discount Conversion Price definition

Discount Conversion Price means the price per share equal to the lesser of (i) the price obtained by dividing (A) the Valuation Cap by (B) the Company’s Fully Diluted Capitalization as of immediately prior to a Qualified Equity Financing; and (ii) 80% of the price per share paid by the other purchasers of Preferred Stock in such Qualified Equity Financing.
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Discount Conversion Price means the price per share of the Standard Liquidity Shares issued or sold in the Liquidity Event, multiplied by the difference between 100% and Discount Rate.
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Examples of Discount Conversion Price in a sentence

  • If a Qualified Equity Financing occurs prior to the conversion of this Flash Convertible Security pursuant to Sections 2(a) or 2(c), then the Investment Amount shall automatically convert into fully paid and non-assessable shares of Common Stock and Preferred Stock at the Discount Conversion Price.

  • Automatic Conversion: In the event the Company consummates a Qualified EquityFinancing prior to a Company change of control or other liquidation event or a Maturity Conversion, the Investment Amount shall automatically convert into shares of the Company’s Common Stock (“Common Stock”) and Preferred Stock sold in the Qualified Equity Financing at the Discount Conversion Price.

  • Discount Conversion Price: Lesser of (a) a $1,000,000 valuation cap (obtained by dividing$1,000,000 by the Company’s fully diluted capitalization) (the “Valuation Cap”); and (b) 80% of the price per share paid by the other purchasers in a Qualified Equity Financing.

  • Discount Conversion Price: Lower of (i) a $12,000,000 valuation cap (obtained by dividing $12,000,000 by the Company’s fully diluted capitalization) (the “Valuation Cap”); and (ii) 90% of the price per share paid by the other purchasers in a Qualified Equity Financing.

  • It is also worth noting that, though Wolford bought the property for well below its assessed value, another buyer would likely have been able to obtain the property for a similar amount had the County gone through with the tax foreclosure sale.

  • If the Company conducts a Forced Conversion Event (defined below) prior to the Maturity Date, then the Company may elect to convert the unpaid principal and accrued interest owing under this Note, in whole or in part, into fully-paid and non-assessable restricted shares of common stock of the Company at the Discount Conversion Price (defined below).

  • The number of such shares of common stock that Holder shall be entitled to receive, and shall receive, upon such conversion shall be determined by dividing the amount of unpaid principal and accrued interest under this Note so being converted by the Discount Conversion Price, with interest computed as of the Forced Conversion Date (defined below).

  • Despite this overall picture of future evaporation in Australia derived from predictions from general circulation models, the effects of climate change on evaporation from particular lakes rely on the existence of high-resolution data to perform a local investigation.

  • Automatic Conversion: In the event the Company consummates a Next EquityFinancing prior to the Maturity Date, all principal and accrued unpaid interest under each Convertible Note (the “Total Loan Amount”) shall automatically convert into shares of the Equity Securities sold in the Next Equity Financing at the Discount Conversion Price.

  • In the case of a dispute as to the arithmetic calculation of the Conversion Price, Discount Conversion Price or Conversion Amount, the Company shall submit the disputed determinations or arithmetic calculations via facsimile within one (1) Business Day of receipt, or deemed receipt, of the Conversion Notice or other event giving rise to such dispute, as the case may be, to the Holder.

Related to Discount Conversion Price

  • 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.

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

  • Default Conversion Price shall have the meaning set forth in Section 4(b).

  • 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:

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

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.

  • Interest Conversion Rate means the lesser of (a) the Conversion Price or (b) 85% of the lesser of (i) the average of the VWAPs for the 10 consecutive Trading Days ending on the Trading Day that is immediately prior to the applicable Interest Payment Date or (ii) the average of the VWAPs for the 10 consecutive Trading Days ending on the Trading Day that is immediately prior to the date the applicable Interest Conversion Shares are issued and delivered if after the Interest Payment Date.

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Series A Conversion Price shall initially be equal to $0.71. Such initial Series A Conversion Price, and the rate at which shares of Series A Preferred Stock may be converted into shares of Common Stock, shall be subject to adjustment as provided below.

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

  • Company Conversion Price means, the lower of (i) the applicable Conversion Price and (ii) that price which shall be computed as 90% of the arithmetic average of the Weighted Average Price of the Common Stock on each of the twenty (20) consecutive Trading Days immediately following the applicable Installment Date (each such period, a "Company Conversion Measuring Period"). All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction that proportionately decreases or increases the Common Stock the applicable such Company Conversion Measuring Period.

  • Conversion Price shall have the meaning set forth in Section 4(b).

  • Variable Conversion Price means the lesser of (i) the Conversion Price or (ii) 25% multiplied by the Market Price (as defined herein) (representing a discount rate of 75%). “Market Price” means the average of the lowest three (3) Trading Prices (as defined below) for the Common Stock during the ten (10) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. “Trading Price” means, for any security as of any date, the closing bid price on the Over-the-Counter Market, or applicable trading market (the “OTCQB”) as reported by a reliable reporting service (“Reporting Service”) designated by the Holder (i.e. Bloomberg) or, if the OTCQB is not the principal trading market for such security, the closing bid price of such security on the principal securities exchange or trading market where such security is listed or traded or, if no closing bid price of such security is available in any of the foregoing manners, the average of the closing bid prices of any market makers for such security that are listed in the “pink sheets” by the National Quotation Bureau, Inc. If the Trading Price cannot be calculated for such security on such date in the manner provided above, the Trading Price shall be the fair market value as mutually determined by the Borrower and the holders of a majority in interest of the Notes being converted for which the calculation of the Trading Price is required in order to determine the Conversion Price of such Notes. “Trading Day” shall mean any day on which the Common Stock is tradable for any period on the OTCQB, or on the principal securities exchange or other securities market on which the Common Stock is then being traded, provided, however, that at no time, notwithstanding the occurrence of an Event of Default, may the Conversion Price be less than par value of Common Stock.

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

  • Alternate Conversion Price means, with respect to any Alternate Conversion that price which shall be the lowest of (i) the applicable Conversion Price as in effect on the applicable Conversion Date of the applicable Alternate Conversion, and (ii) the greater of (x) the Floor Price and (y) 80% of the lowest VWAP of the Common Stock during the five (5) consecutive Trading Day period ending and including the Trading Day immediately preceding the delivery or deemed delivery of the applicable Conversion Notice (such period, the “Alternate Conversion Measuring Period”). All such determinations to be appropriately adjusted for any stock dividend, stock split, stock combination, reclassification or similar transaction that proportionately decreases or increases the Common Stock during such Alternate Conversion Measuring Period.

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

  • Series A Conversion Rate means, as adjusted pursuant to Section 5.8(b)(vi)(E), the number of Common Units issuable upon the conversion of each Series A Preferred Unit, which shall be the quotient of (a) the sum of (i) the Series A Issue Price, plus (ii) any Series A Unpaid Distributions on the applicable Series A Preferred Unit, plus (iii) only for purposes of the definition of “Series A COC Conversion Rate,” any Series A Partial Period Distributions on the applicable Series A Preferred Unit, divided by (b) the Series A Issue Price.

  • 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.

  • Issuance Price means the Sales Price less the Selling Commission.

  • Discount Price means the product of (i) the price per share of Capital Stock sold in an Equity Financing and (ii) 100% less the Discount.

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

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

  • Conversion Rate shall have the meaning specified in Section 14.01(a).

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

  • 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).

  • Applicable Dividend Rate means (i) during the period from the Original Issue Date to, but excluding, the first day of the first Dividend Period commencing on or after the fifth anniversary of the Original Issue Date, 5% per annum and (ii) from and after the first day of the first Dividend Period commencing on or after the fifth anniversary of the Original Issue Date, 9% per annum.