![]() ![]() ![]() Series C Stock means the Series C Preferred Stock, par value $0.01 per share, of the Company. Series G Preferred Stock means the Series G Preferred Stock, $0.00001 par value per share, of the Corporation. Series E Preferred Stock means the Series E Preferred Stock, par value $0.0001 per share, of the Company. Series F Preferred Stock means the Series F Preferred Stock, $0.00001 par value per share, of the Corporation. Subject to the terms of this Agreement, at one or more Additional Closings (as defined in Section 2.2), the Company may sell and issue to additional Purchasers additional shares of Series J Stock (the "Additional Series J Stock"), not to exceed at the Initial Closing and all Additional Closings an aggregate of 3,750,000 shares of Series J Stock, at a purchase price of $8.00 per share. The Company's agreement with each of the Purchasers is a separate agreement, and the sale of Series J Stock to each of the Purchasers is a separate sale.Ĭontemporaneously with the signing of this Agreement, Borrower shall issue to Creditor such documentation as required to evidence the issuance of a Series J Stock Purchase Warrant (the “Series J Warrant”) to purchase up to 3,110,378 shares of Borrower’s common stock and a Series K Stock Purchase Warrant (the “Series K Warrant”) to purchase up to 3,110,378 shares of Borrower’s common stock, substantially in the form of Exhibit B hereto. The holders of the outstanding Series J Stock shall be entitled to receive quarter-annual dividends, as and when declared by the Board of Directors out of funds legally available therefor.įrom and after May 2, 2000, dividends on the Series J Stock (determined as to amount as provided herein) shall accrue to the extent, but only to the extent, that regularly scheduled cash dividends are declared by the Board of Directors on the Common Stock with a payment date after (or, in the case of Series J Stock originally issued after May 2, 2000, after the Dividend Payment Date next preceding such date of original issuance). ![]() Subject to the limitations and lock-up period set forth in the Series J Stock purchase Agreement, the holders of a majority of the Series J Registrable Securities may request Short-Form Registrations, if available. The shares of the Series J Stock to be issued in the Rights Offering have been duly authorized by all necessary corporate actions of the Company. No adjustment shall be made pursuant to this Section 3.6 (i) if the effect thereof would be to reduce the Conversion Price below the par value of the Common Stock or (ii) subject to Section 3.6(f), with respect to any share of Series J Stock that is converted, prior to the time such adjustment otherwise would be made. ![]() When such certificate becomes effective, all matters set forth in the Certificate with respect to the Series J Stock shall be eliminated from the Certificate of Incorporation and the shares of Preferred Stock designated hereby as Series J Stock shall have the status of authorized and unissued shares of Preferred Stock and may be reissued as part of any new series of Preferred Stock to be created by resolution or resolutions of the Board of Directors.Īll dividends that accrue in accordance with the foregoing provisions shall be cumulative from and after the day immediately succeeding the date of issuance of the relevant shares of Series J Stock. ![]()
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