Examples of PIK Warrants in a sentence
The Company acknowledges that its obligation to issue the Converted Shares, upon conversion of the Series B Preferred Stock and PIK Shares (and the accrued and cumulated dividends thereon), and the Warrant Shares, upon exercise of the Warrants and PIK Warrants, is absolute and unconditional, regardless of the dilution that such issuance may have on other shareholders of the Company.
The Company has authorized the issuance and delivery of the Securities in accordance with this Agreement and, subject to the issuance of the Series B Preferred Stock and Warrants, the Company will have a sufficient number of shares of Common Stock reserved for initial issuance upon conversion of the Series B Preferred Stock (including PIK Shares) and the exercise of the Warrants (including the PIK Warrants).
In no event shall the Corporation issue any shares of Series B other than in connection with the issuance of Warrants pursuant to and in accordance with the Purchase Agreement, including Section 1.4 thereof (which provides that no PIK Warrants shall be issuable unless and until the Company first obtains Shareholder Approval) and otherwise in connection with such Warrants.
The Class B PIK Warrants will be exercisable based on a formula providing for 0.350 additional Class B PIK Units for each equivalent Common Unit issued above 25 million.
The execution, delivery and performance by the Company of the Transaction Documents and the consummation of the Transactions have been duly authorized by all necessary corporate action on the part of the Company, and, other than any Shareholder Approval that is required with respect to the issuance of the PIK Warrants, no further approval or authorization is required on the part of the Company.
The definition of “Exempt Issuance” in each Initial Note held by or initially issued to the Participating Investor shall be amended to include (a) the issuance of securities pursuant to the Existing Convertible Debt Facility, the Exchange Debentures, the New Convertible Debt Facility and the TCA Debt Facility (as each of these terms are defined in the Security Agreement), (b) any securities issued pursuant to this Agreement and (c) any securities issued upon exercise of PIK Warrants.
The Company shall at all times reserve and keep available out of its authorized but unissued shares of Common Stock, solely for the purpose of effecting the conversion of the Series B Preferred Stock (including the PIK Shares) and the exercise of the Warrants (including the PIK Warrants), such number of its shares of Common Stock as shall from time to time be sufficient to effect the conversion of all outstanding Series B Preferred Stock and the exercise of all outstanding Warrants.
Any other provision of this Agreement to the contrary notwithstanding, the Company and the Purchaser hereby further acknowledge and agree that the total issue price of the investment unit consisting of the Notes (other than the PIK Notes) and Warrants (other than the PIK Warrants) for all federal, state and local income tax purposes is $1,000 per investment unit comprised of $995 per $1,000 principal amount of each such Note and $5 per each such Warrant.
The terms of the PIK Warrant issued to Non-Participating Investors shall be the same as the terms of the PIK Warrants issued to Subsequent Investors at a Subsequent Closing.
For purposes of this Agreement, notwithstanding anything to the contrary contained herein, any Preferred Shares issued pursuant to this Section 1.4 and any PIK Warrants shall be deemed to be Purchased Securities.