Share Conversion Cap definition

Share Conversion Cap means (i) as of any time prior to the receipt of Nasdaq Stockholder Approval, 22,457,782 shares of Common Stock, and (ii) following the receipt of Nasdaq Stockholder Approval and prior to the Authorized Share Amendment Date, 35,564,397 shares of Common Stock, which amount shall be subject to increase on a share-by-share basis for any shares of Common Stock repurchased by the Borrower, or any reserves of shares of Common Stock released by the Borrower, on or after the Initial Closing Date that remain available for re-issuance by the Borrower. All share amounts in clauses (i) and (ii) above shall be subject to the same adjustments as the Conversion Rate, including those contained in Section 4(c). To avoid doubt, after the later to occur of the receipt of Nasdaq Stockholder Approval and the Authorized Share Amendment Date, the Share Conversion Cap shall no longer be applicable.
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Share Conversion Cap shall have the meaning ascribed to such term in the Indenture.
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Share Conversion Cap means, as of any time prior to the receipt of the Requisite 5635(d) Stockholder Approval, 3,772,390 shares of Common Stock, which amount shall in each case be subject to the same adjustments as the Conversion Rate, including without limitation those contained in Section 5(G). For the avoidance of doubt, after the receipt of the Requisite 5635(d) Stockholder Approval, the Share Conversion Cap shall no longer be applicable.
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Examples of Share Conversion Cap in a sentence

  • As of the date hereof, the Company has reserved, free of preemptive rights, a sufficient number of shares of Common Stock for the purpose of enabling the Company to issue the maximum number of shares initially issuable in accordance with the Notes, subject to the Share Conversion Cap.

  • Prior to the Authorized Share Amendment Date, whenever the Share Conversion Cap is adjusted as herein provided, the Borrower shall prepare a notice of such adjustment of the Share Conversion Cap setting forth the adjusted Share Conversion Cap and the date on which each adjustment becomes effective and shall send such notice of such adjustment to the Holder.

  • Unless and until an authorized officer of the Trustee shall have received such Officers’ Certificate, the Trustee shall not be deemed to have knowledge of any adjustment of the Authorized Share Conversion Cap and may assume without inquiry that the last Authorized Share Conversion Cap of which it has knowledge is still in effect.

  • At the Closing, the Covered Shares up to the Authorized Share Conversion Cap (as defined in the Indenture) shall be approved for listing on The Nasdaq Global Select Market and all other Covered Shares shall be approved for listing on The Nasdaq Global Select Market, subject to the receipt of approval of the Company’s stockholders referenced in Section 3.8 below and notice of issuance.

  • To avoid doubt, after the later to occur of the receipt of Nasdaq Stockholder Approval and the Authorized Share Amendment Date, the Share Conversion Cap shall no longer be applicable.

  • There is an absence of a framework for power purchase agreement between owners of small hydro plants, the grid and other users.

  • The Company has reserved from its duly authorized capital stock the maximum number of Underlying Shares issuable pursuant to Notes, subject to the Share Conversion Cap.

  • The Company may pay the Interest Make-Whole Payment in cash or, if the Authorized Share Conversion Cap and the Beneficial Ownership Limitations would not limit such payment, by delivery of shares of Common Stock, with the value of each share of Common Stock so delivered equal to 95% of the simple average of the Daily VWAP for the 10 Trading Days ending on, and including, the Trading Day immediately preceding the Conversion Date.

  • The Borrower covenants that, subject to the Share Conversion Cap, it will at all times reserve and keep available out of its authorized and unissued shares of Common Stock a sufficient number of shares of Common Stock for the sole purpose of issuance upon conversion of this Note, each as herein provided, free from preemptive rights or any similar rights, taxes, liens, charges, encumbrances or other actual contingent purchase rights of Persons other than the Holder.

  • Promptly after delivery of such certificate, the Company shall prepare a notice of such adjustment of the Authorized Share Conversion Cap setting forth the adjusted Authorized Share Conversion Cap and the date on which each adjustment becomes effective and shall send such notice of such adjustment of the Authorized Share Conversion Cap to each Holder with a copy to the Trustee and Conversion Agent.


More Definitions of Share Conversion Cap

Share Conversion Cap is equal to (A) if Shareholder Approval has not been obtained, zero and (B) if Shareholder Approval has been obtained, $125,000,000.
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Share Conversion Cap is defined in the Note.
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Share Conversion Cap is equal to (A) if Shareholder Approval has not been obtained, $60,680,000 and (B) if Shareholder Approval has been obtained, $125,000,000.
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Related to Share Conversion Cap

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.

  • Forced Conversion Amount means the sum of (a) 100% of the aggregate Stated Value then outstanding, (b) accrued but unpaid dividends and (c) all liquidated damages and other amounts due in respect of the Preferred Stock.

  • Company Conversion Price means, the lower of (i) the applicable Conversion Price and (ii) that price which shall be computed as ninety five percent (95%) of the lowest Volume Weighted Average Price of the Common Stock during the fifteen (15) consecutive Trading Days immediately preceding the applicable Installment Date. All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction.

  • Series A Conversion Price shall initially be equal to $0.71. Such initial Series A Conversion Price, and the rate at which shares of Series A Preferred Stock may be converted into shares of Common Stock, shall be subject to adjustment as provided below.

  • Base Conversion Price shall have the meaning set forth in Section 5(b).

  • Initial Conversion Price has the meaning specified in Section 13.01.

  • Conversion Amount means the sum of the Stated Value at issue.

  • Interest Share Amount shall have the meaning set forth in Section 2(a).

  • Automatic Conversion means the irrevocable and automatic release of all of the Company’s obligations under the Securities (other than the CSO Obligations, if any) in consideration of the Company’s issuance of the Conversion Shares at the Conversion Price to the Conversion Shares Depository (on behalf of the Holders and Beneficial Owners of the Securities) or to the relevant recipient of such Conversion Shares, all in accordance with the terms of the Securities.

  • Final Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency determined by the Calculation Agent equal to the Notional Amount multiplied by:

  • Conversion Share means any share of Common Stock issued or issuable upon conversion of any Note.

  • Mandatory Conversion shall have the meaning set forth in Section 6.

  • Forced Conversion has the meaning set forth in Section 4.05(c) hereof.

  • Per Share Amount has the meaning set forth in the Recitals.

  • Mandatory Conversion Date has the meaning set forth in Section 7(a).

  • Final Preference Share Redemption Date means the date that falls twenty Business Days following the Valuation Date on which the Calculation Agent has determined the Final Preference Share Redemption Amount or, if earlier, the first Auto-Call Valuation Date on which an Auto-Call Trigger Event has occurred.

  • Early Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency calculated by the Calculation Agent as the fair market value (calculated without taking into account the creditworthiness of the Company) of a Preference Share as of the Early Preference Share Valuation Date taking into account such factor(s) as the Calculation Agent determines appropriate, including, but not limited to, the relevant Early Preference Share Redemption Event after deducting any Associated Costs (to the extent not already reflected in such fair market value).

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Share Amount means a fraction of ETF Shares calculated in accordance with

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Applicable Conversion Price means the Conversion Price in effect at any given time.

  • Date of Conversion Conversion Price:_______________________________________________________________

  • Final Conversion Date means 5:00 p.m. in New York City, New York on the earlier to occur following the IPO of (i) the first Trading Day falling on or after the date on which the outstanding shares of Class B Common Stock represent less than ten percent (10%) of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock, (ii) the tenth (10th) anniversary of the IPO or (iii) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.