Examples of Series D-1 Stock in a sentence
A Series D-1 Investor or Investors holding in the aggregate a majority of the shares of Series D-1 Stock then outstanding (not including outstanding shares of Common Stock) may give written notice to the other Series D-1 Investors and the Company, no later than 15 days after receipt of such notice from the Company, of the individuals to be designated by the Board as nominees for election as Series D-1 Directors at such meeting.
The rights of the Series D-1 Investors under this Section 9 shall terminate as of the date on which holders of shares of Series D-1 Stock are no longer entitled to elect Series D-1 Directors pursuant to the Series D Certificate.
The Company, the Founders and certain of the Investors desire to induce the Series D-1 Purchasers to purchase shares of Series D-1 Stock pursuant to the Purchase Agreement by agreeing to the terms and conditions set forth below.
The Company and certain of the Investors have entered into a Series D-1 Preferred Stock Purchase Agreement (the “Purchase Agreement”) dated as of the even date herewith, pursuant to which the Company desires to sell to the purchasers of Series D-1 Stock (the “Series D-1 Purchasers”) and the Series D-1 Purchasers desire to purchase from the Company shares of the Company’s Series D-1 Stock.
On the Effective Date: (a) Buyer will transfer to Seller 1,345,444 unencumbered shares of Series D1 Stock (valued at a total of $2,000,000) and Seller will execute all agreements and other documents executed by other investors in Buyer’s D1 Financing; and (b) Buyer will pay to Seller by electronic funds transfer in accordance with instructions to be provided to Buyer by Seller, $906,250.
All Shares, Registrable Securities, Equity Securities, Series D Stock, Series D-1 Stock and Series D-4 Stock held or acquired by Core Capital Partners, L.P. and Minotaur, LLC shall be aggregated together for purposes of determining the rights of each under this Agreement (subject to the last sentence of the definition of Registrable Securities in Section 1.1 above).
Xxxxxxx representing the holders of the Company’s Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock and Series C-1 Preferred Stock (collectively, the “Junior Stock”); (iv) two directors to be designated by the holders of a majority of Series D Stock and Series D-1 Stock collectively, who shall initially be Buzz Xxxxxx and Xxxxxxx X.
On or before the time set for the Section 4 Closing, each of the Selling Purchasers shall deliver to Affymetrix certificates representing such Selling Purchaser’s Series B Stock, Series C Stock, Series D Stock and Series D-1 Stock, duly endorsed for transfer or accompanied by duly executed stock powers, free and clear of all Liens.
The Series C Stock, Series D Stock and Series D-1 Stock are initially convertible into Common Stock on a one-for-one basis subject to Adjustment.
Each share of Company Series D1 Stock that is issued and outstanding immediately prior to the Effective Time shall be converted into and represent the right to receive (A) a number of shares of Acquiror Common Stock equal to the Series D1 Equity Exchange Ratio and (B) an amount of cash equal to the Series D1 Cash Exchange Ratio.