Series A Conversion Ratio definition

Series A Conversion Ratio has the meaning given such term in Section 16.11(c).

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Series A Conversion Ratio is defined in Section 16.4(b).

Series A Conversion Ratio shall be calculated as the lesser of: (i) the quotient obtained by dividing (x) the Series A Liquidation Preference as of the Series A Change of Control Conversion Date (unless the Series A Change of Control Conversion Date is after a Series A Distribution Record Date and prior to the corresponding Series A Distribution Payment Date, in which case any accumulated and unpaid distribution will be excluded from this amount) by (y) the Common Unit Price with respect to the Series A Preferred Units, and (ii) 1.0915 (the “Series A Unit Cap”). The General Partner shall make such adjustments to the Common Unit Price with respect to the Series A Preferred Units and the Series A Unit Cap as it determines to be equitable in view of any splits, combinations or distributions in the form of equity issuances or the payment of any Series A Alternative Conversion Consideration to the holders of the Common Units in connection with the Change of Control.

Examples of Series A Conversion Ratio in a sentence

The certificate shall set forth such adjustment or readjustment, showing in detail the facts upon which such adjustment or readjustment is based, including a statement of (1) the Series A Conversion Ratio at the time in effect and (2) the type and amount, if any, of other property which at the time would be received upon conversion of the Series A Preferred Stock.
If the Corporation shall at any time or from time to time after the Series A Original Issue Date combine the outstanding shares of Common Stock, the Series A Conversion Ratio in effect immediately before the combination shall be proportionately adjusted so that the number of shares of Common Stock issuable on conversion of each share of such series shall be decreased in proportion to such decrease in the aggregate number of shares of Common Stock outstanding.
If and when an Initial Earn-Out Amount becomes payable under Section 2.5(d), an amount equal to the product of (1) the Initial Earn-Out Amount Per FD Share, multiplied by (2) the Series A Conversion Ratio.
If the Corporation shall issue or agree to issue any shares of Common Stock for consideration less than the Series A Conversion Ratio in effect at the time of such issuance, then, and thereafter successively upon each such issuance, the Series A Conversion Ratio shall be reduced to match such subsequent lower issuance price.
If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series A Conversion Ratio.

More Definitions of Series A Conversion Ratio

Series A Conversion Ratio means, for each share of Series A Preferred Stock, the ratio obtained by dividing the Series A Liquidation Amount of such share by the Series A Conversion Price.

Series A Conversion Ratio means a fraction of a share of Buyer Common Shares as is equal to the result obtained by dividing (i) Series A Liquidation Amount per Share by (ii) the Market Value of a Buyer Common Share.

Series A Conversion Ratio means, with respect to each Series A Preferred Unit a ratio equal to the amount that (a) the aggregate amount of the Initial Unit Price of the Series A Preferred Unit and all Series A Unpaid Cash Distributions (including all accrued and unpaid interest thereon) in respect of such Series A Preferred Unit, bears to (b) seventy five percent (75%) of the volume weighted average Closing Price for the ninety (90) Trading Days preceding the Series A Conversion Notice Date, provided that for the purpose of this ratio, such average Closing Price shall be no less than $2.00 and no more than $10.00.

Series A Conversion Ratio means, in connection with determining the number of Common Units issuable upon the conversion of each Series A Preferred Unit pursuant to Section 5.12(d)(iii) or Section 5.12(m)(i), a ratio equal to the quotient of (a) the Stated Series A Liquidation Preference plus any accrued and unpaid Series A Distributions (including any Series A Partial Period Distributions) on the applicable Series A Preferred Unit, divided by (b) 92.5% of the Common Unit Market Price.

Series A Conversion Ratio shall be calculated as the lesser of: (i) the quotient obtained by dividing (x) the Series A Liquidation Preference as of the Series A Change of Control Conversion Date (unless the Series A Change of Control Conversion Date is after a Series A Distribution Record Date and prior to the corresponding Series A Distribution Payment Date, in which case any accumulated and unpaid distribution will be excluded from this amount) by (y) the Common Unit Price, and (ii) 3.42231 (the “Series A Unit Cap”). The General Partner shall make such adjustments to the Common Unit Price and the Series A Unit Cap as it determines to be equitable in view of any splits, combinations or distributions in the form of equity issuances or the payment of any Alternative Conversion Consideration to the holders of the Common Units in connection with the Change of Control.

Series A Conversion Ratio means the ratio at which shares of Series A Common Stock shall convert (i) as provided in Sections 4.b.(1) and 4.c below, into shares of Series B Common Stock and Control Group Warrants which shall be initially at a ratio of one share of Series B Common Stock and one Control Group Warrant to one share of Series A Common Stock and (ii) as provided in Section 4.b.(2), into shares of Series B Common Stock, which shall be initially at a ratio of one share of Series B Common Stock to one share of Series A Common Stock.

Series A Conversion Ratio shall be calculated as the lesser of: (i) the quotient obtained by dividing (x) the Series A Liquidation Preference as of the Change of Control Conversion Date (unless the Change of Control Conversion Date is after a Series A Distribution Record Date and prior to the corresponding Series A Distribution Payment Date, in which case any accumulated and unpaid distribution will be excluded from this amount) by (y) the Common Unit Price, and (ii) 3.42231 (the “Unit Cap”). The General Partner shall make such adjustments to the Common Unit Price and the Unit Cap as it determines to be equitable in view of any splits, combinations or distributions in the form of equity issuances or the payment of any Alternative Conversion Consideration to the holders of the Common Units in connection with the Change of Control.