Examples of Reset Shares in a sentence
In connection with the Company’s solicitation of the approval by its shareholders of the transactions contemplated by the FSA Purchase Agreement, the Company will include a proposal (the “Proposal”) to obtain the approvals necessary under the rules of the NYSE to permit the issuance of the FSA Subsequent Shares and any Reset Shares or Pre-Emptive Shares related thereto or issuable hereunder (the “FSA Shareholder Approval”).
This Agreement supersedes all prior agreements and understandings between the parties with respect to the acceleration of the purchase of Class A Preferred Shares, the exchange of Class A Preferred Shares for Class B Preferred Shares and the issuance of the Reset Shares.
At the Reset Closing, the Company shall deliver to the Purchasers certificates representing the Reset Shares to which the Purchasers are entitled in accordance with this Section, in such denominations as shall be requested by the Purchasers no less than one Business Day prior to the Reset Date.
The number of Three Month Reset Shares and Six Month Reset Shares that the Company may be obligated to issue on either the Three Month Reset Date or the Six Month Reset Date may increase substantially in certain circumstances, including the circumstance in which the trading price of the Common Stock declines.
All shares of Common Stock, including the Conversion Shares and the Reset Shares, subject to issuance as aforesaid, upon issuance on the terms and conditions specified in the instruments pursuant to which they are issuable, will be duly authorized, subject to paragraph (c) of this Section 2.3, validly issued, fully paid and nonassessable.
All Reset Shares shall be included in the Registration Statement.
If the number of Reset Shares so computed is negative, Escrow Shares held in escrow on such Reset Date equal to the number (taken as a positive number) of such Reset Shares (or such lesser number of Escrow Shares then held) shall be released from escrow to the Company.
Such immediate and prompt action shall be taken by all the parties in order to assure that there shall be full compliance with the Company's unqualified obligation that all Reset Shares issuable upon each Reset Date be issued and delivered by the due dates therefor as provided herein.
For the purpose of clarity, if the average of the Reset VWAP is equal to or greater than the Per Share Purchase Price, no Purchaser shall receive any Reset Shares.
The Company specifically acknowledges that its obligation to issue the Reset Shares is binding upon the Company and enforceable regardless of the dilution such issuance may have on the ownership interests of other shareholders of the Company.