Stock Settlement definition

Stock Settlement means the option or right to pay or receive the Maturity Payment Amount or Optional Repurchase Amount in shares of the Settlement Value Securities, as set forth in Section 6 of this Note.

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Stock Settlement is applicable, a number of shares equal to the sum, for each of the 50 consecutive Trading Days (as defined in the Equity Definitions, as modified herein) commencing on the earlier of the third “Scheduled Trading Day” immediately following such Conversion Date and the 52nd “Scheduled Trading Day” prior to the “Maturity Date” (such period, the “Extended Conversion Period”), of (A) the excess, if any, of (X) 2.0% of the product of the “Conversion Rate” on such Trading Day and the lesser of (i) the “Daily VWAP” (determined by the Calculation Agent in accordance with the Indenture) on such Trading Day and (ii) the Cap Price over (Y) USD 20.00, divided by (B) such “Daily VWAP”;

Stock Settlement shall have the meaning specified in Section 14.02(a).

Examples of Stock Settlement in a sentence

Physical Settlement, Cash Settlement, or Net Stock Settlement, at the election of Counterparty, in its sole discretion, as set forth in a Settlement Notice; provided that if Counterparty elects Cash Settlement or Net Stock Settlement, it shall be deemed to have repeated the representations contained under “Securities Laws Representations and Agreements” below; provided further that if no election is made by Counterparty, Physical Settlement shall apply.
In addition to any other requirements set forth herein, Counterparty agrees not to elect Cash Settlement or Net Stock Settlement if, in the reasonable judgment of Counterparty (or if in the reasonable judgment of Dealer, as previously notified in writing to Counterparty), such settlement or Dealer’s related market activity would result in a violation of the U.S. federal securities laws or any other federal or state law or regulation applicable to Counterparty.
The Company shall not issue any fractional share of Common Stock upon conversion of the Notes and shall instead pay cash in lieu of any fractional share of Common Stock otherwise issuable upon conversion based on the Daily VWAP of the Common Stock on the relevant Conversion Date (in the case of Stock Settlement) or based on the Daily VWAP on the last Trading Day of the relevant Conversion Period (in the case of any other Settlement Method).
In calculating the net proceeds from the resale of any Stock Settlement Shares there shall be deducted from such proceeds any amount equal to the customary underwriting discount or commission for underwritten offerings of common stock by companies comparable to the Issuer multiplied by the total number of Shares sold for the account of UBS pursuant to a Shelf Registration.
On the first Trading Day immediately following the last day of the Execution Period, the Calculation Agent will calculate the Settlement Amount and, if applicable, the Stock Settlement Amount, notify (the “Settlement Amount Notification”) the Issuer of the Settlement Amount and, if applicable, the Stock Settlement Amount and provide a schedule of its calculations thereof.

More Definitions of Stock Settlement

Stock Settlement shall have the meaning specified in the relevant Notes.

Stock Settlement has the meaning specified in Section 5.04(a).

Stock Settlement means, with respect to any Exchange for which a Cash Settlement Notice is not in effect, a number of shares of Class A Common Stock equal to the number of Class A Common Units subject to such Exchange. “Subsidiary” means, with respect to any Person, any corporation, limited liability company, partnership, association or business entity of which (i) if a corporation, a majority of the total voting power of shares of stock entitled (without regard to the occurrence of any contingency) to vote in the election of directors, managers or trustees thereof is at the time owned or controlled, directly or indirectly, by that Person or one or more of the other Subsidiaries of that Person or a combination thereof, or (ii) if a limited liability company, partnership, association or other business entity (other than a corporation), a majority of partnership or other similar ownership interest thereof is at the time owned or controlled, directly or indirectly, by any Person or one or more Subsidiaries of that Person or a combination thereof. For purposes hereof, a Person or Persons shall be deemed to have a majority ownership interest in a limited liability company, partnership, association or other business entity (other than a corporation) if such Person or Persons shall be allocated a majority of limited liability company, partnership, association or other business entity gains or losses or shall be or control any managing director or general partner of such limited liability company, partnership, association or other business entity. For purposes hereof, references to a “Subsidiary” of the Company shall be given effect only at such times that the Company has one or more Subsidiaries, and, unless otherwise indicated, the term “Subsidiary” refers to a Subsidiary of the Company. “Substituted Member” means a Person that is admitted as a Member to the Company pursuant to Section 10.1. “Tax Distributions” has the meaning set forth in Section 4.1(c)(ii). “Tax Estimation Period” means each period from January 1 through March 31, from April 1 through May 31, from June 1 through August 31, and from September 1 through December 31 of each Taxable Year. “Tax Receivable Agreements” mean the Tax Receivable Agreements dated September 14, 2021, among the Company, Managing Member and the other parties from time to time party thereto, as amended and/or restated from time to time. “Taxable Year” means the Company’s accounting period for federal income tax purposes determined pursuant t...

Stock Settlement means the Settlement Method described in Section 2(c).

Stock Settlement has the meaning ascribed to such term in Section 5(c)(i).