Series C Conversion Shares definition
Examples of Series C Conversion Shares in a sentence
At the time of the Closing, the sale and issuance of the Securities, the GE Warrants, the Series C Preferred Stock, the Series B Conversion Shares, the Series C Conversion Shares, the Series D Preferred Stock, the Series D Conversion Shares, the Warrant Shares and the GE Warrant Shares shall be legally permitted by all laws and regulations to which the Company and the Purchaser are subject.
As of the closing of the Offering, the Company’s issued and outstanding Equity Securities shall consist solely of (i) 51 Preferred Series A shares, (ii) Common Shares issued as of the date of the closing of the Offering (and taken into account in determining the Cancellation Shares), (iii) the Cancellation Shares, (iv) the Series C Conversion Shares, (v) the Options, (vi) the Offering Shares and (vii) the Offering Warrants.
The Series C Purchased Shares and the Series C Conversion Shares will be acquired for each Series C Purchaser’s own account, not as a nominee or agent, and not with a view to or in connection with the sale or distribution of any part thereof.
The offer and sale of the Series C Purchased Shares under this Agreement, and the issuance of the Series C Conversion Shares upon conversion thereof are or shall be exempt from the registration requirements and prospectus delivery requirements of the Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.
No transfer of Series C Preferred Stock or Series C Conversion Shares may be made by Purchaser or any Affiliate (other than a transfer described in paragraph (b)(ii) or (b)(iii) of this Section 6.14), unless prior thereto, the transferee in such transfer shall have entered into an agreement in form and substance reasonably satisfactory to the Company, agreeing to be bound by the terms of this Section 6.14(c).