At the Option of the Partnership. From and after January 1, 2023, the Partnership shall have the option, at any time and from time to time, but not more than once per Quarter, to cause all or any portion of the Series A Preferred Units to be converted into a number of Common Units determined by multiplying the number of Series A Preferred Units to be converted by the Series A Conversion Rate at such time if the closing sale price of the Common Units exceeds 140% of the Series A Issue Price (the “Conversion Threshold Price”) for at least 20 Trading Days (whether or not consecutive) in a period of 30 consecutive Trading Days, including the last Trading Day of such 30 Trading Day period, ending on, and including, the Trading Day immediately preceding Series A Mandatory Conversion Notice Date. Any such conversion shall be allocated among the Series A Preferred Unitholders on a Pro Rata basis or on such other basis as may be agreed upon by all Series A Preferred Unitholders.
Appears in 2 contracts
Sources: Agreement of Limited Partnership (Shell Midstream Partners, L.P.), Partnership Interests Restructuring Agreement (Shell Midstream Partners, L.P.)