Examples of Majority Series D Holders in a sentence
Subject to Section 5(d)(ii), if the Majority Series D Holders elect to have the Series D Accruing Dividends paid in kind, on the payment date the Company shall issue to each holder a number of additional shares of Series D Preferred Stock equal to the quotient obtained by dividing the Series D Accruing Dividends for such holder by the Series D Original Issue Price.
The anti-dilution provisions of this instrument may be waived with the written approval or consent of the Majority Series D Holders.
All shares Series D Preferred Stock then outstanding shall automatically be converted into shares of Common Stock, at the then effective Conversion Price, upon the vote or consent in writing of the Majority Series D Holders, as a single class.
Unless waived by written approval or consent of the holders of at least sixty-seven percent (67%) of the outstanding shares of Series D Preferred Stock, voting together as a single class on an "as-converted" basis (the "Majority Series D Holders"), each of the following transactions shall be deemed to be a liquidation, dissolution or winding up of the Corporation as those terms are used in and for purposes of this Section 4 (each such event being a "Deemed Liquidation Event").
No adjustment in the Series D Conversion Price shall be made as the result of the issuance or deemed issuance of New Securities if the Company receives written notice from the Majority Series D Holders agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such New Securities.
The Director appointed by the Majority Series D Holders pursuant to this Article 62.1 is referred to as a “Series D Director”.
Prior to the closing of a Qualified IPO, each Series D+ Preferred Share shall automatically be converted, based on the then-effective Series D+1 Conversion Price or Series D+2 Conversion Price, without the payment of any additional consideration, into fully-paid and non assessable Ordinary Shares upon the written consent of Majority Series D+ Holders.
Promptly following the date on which the Majority Series D Holders give the Conversion Notice each holder of Series D Preferred Stock shall surrender to the Corporation or its transfer agent the certificate(s) representing such holder's Series D Preferred Stock together with a notice that states such holder's name or the names of the nominees in which such holder wishes the certificate or certificates for shares of Common Stock to be issued.
In the event that the automatic conversion of Series D Preferred Stock is pursuant to the vote or consent of the Majority Series D Holders, the Majority Series D Holders shall give written notice to the Corporation and to each other holder of Series D Preferred Stock (the "Conversion Notice") promptly following the vote or consent, as applicable, that the shares of Series D Preferred Stock shall be converted to Common Stock.
Each Series D Preferred Share shall automatically be converted, based on the then-effective Series D Conversion Price, without the payment of any additional consideration, into fully-paid and non-assessable Ordinary Shares upon the earlier of (i) the closing of a Qualified IPO, or (ii) the date specified by written consent or agreement of the Majority Series D Holders.