Examples of Exchanged Common Shares in a sentence
Such Holder owns of record and beneficially (as such term is defined in Rule 13d-3 under the Exchange Act) all of its Exchanged Common Shares free and clear of all Liens, other than Permitted Liens.
Upon the terms, and subject to the satisfaction (or waiver) of the conditions set forth in Article IV, at the Closing (as defined below), each Holder and the Company hereby agree to exchange the number of Exchanged Common Shares set forth opposite such Holder’s name on Schedule B for the number of Preferred Shares set forth opposite such Holder’s name on Schedule B (the “Exchange”).
Upon delivery of the Exchanged Common Shares to the Company, the Holder will convey, or cause to be conveyed, to the Company good, valid and marketable title to the Exchanged Common Shares, free and clear of all Liens other than Permitted Liens.
Upon delivery of the Exchanged Common Shares to the Company, such Holder will convey, or cause to be conveyed, to the Company good, valid and marketable title to the Exchanged Common Shares, free and clear of all Liens other than Permitted Liens.
The Exchanged Bridge Notes, Exchanged CAP Notes, Exchanged CAP Warrants, Exchanged CAP Warrant Shares, Exchanged CAP Conversion Shares and Exchanged Common Shares (the “Securities”), as applicable, being acquired by the Investor are being acquired for the Investor’s own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof, and that the Investor has no present intention of selling, granting any participation in, or otherwise distributing the same.
Upon the consummation of the Exchange, the Company shall deliver the New Exchanged Bridge Notes and New Exchanged Common Shares to each Bridge Investor.
The Company acknowledges and agrees that, for purposes of Rule 144 under the Securities Act, to the Company’s knowledge, the Holder’s holding period for the Preferred Shares and any Conversion Shares shall be deemed to have commenced on the date the Holder acquired the Exchanged Common Shares from the Company or an affiliate of the Company.
The above conversion formula provides that should the DDC Closing Date Price be less than $25.00, additional cash consideration will be paid to the holders of the Exchanged Common Shares to maintain the total $16.00 per share value subject to a minimum value of $19.00 per share of DDC common stock.
The Exchanged Common Shares have been duly and validly authorized by the Company and when issued in accordance with the terms of this Agreement, will be validly issued, fully paid and non-assessable, and the issuance of the Exchanged Common Shares will not be subject to any preemptive or similar rights.
The Holder owns beneficially (as such term is defined in Rule 13d-3 under the Exchange Act) all of the Exchanged Common Shares free and clear of all Liens, other than Permitted Liens.