Conversion of Class B Common Stock. On the date hereof, Quilvest ---------------------------------- has caused to be delivered to the Company irrevocable notices of Conversion from the holders of at least 1,400,000 shares of Class B Common Stock, other than from Quilvest, Terbem or the members of TCR Management, to convert the shares of Class B Common Stock beneficially owned by them into shares of Class A Common Stock effective as of the Initial Closing Date. In no event shall Quilvest permit shares of Class B Common Stock to be converted prior to the receipt of the Required Approval such that, when measured after any such conversion, the number of outstanding shares of Series B Common Stock shall be less than 10% of the number of outstanding shares of both the Series A Common Stock and the Series B Common Stock in the aggregate then outstanding. In no event shall Quilvest permit the conversion of any shares of Class B Common Stock beneficially owned by it, Terbem or members of TCR Management until after the Required Approval is obtained. The Company hereby agrees to cooperate in all respects with Quilvest in connection with this Section 7.4.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Pameco Corp), Securities Purchase Agreement (Littlejohn Fund Ii L P)
Conversion of Class B Common Stock. On the date hereof, Quilvest ---------------------------------- has caused to be delivered to the Company irrevocable notices of Conversion from the holders of at least 1,400,000 shares of Class B Common Stock, other than from Quilvest, Terbem or the members of TCR Management, to convert the shares of Class B Common Stock beneficially owned by them into shares of Class A Common Stock effective as of the Initial Closing Date. In no event shall Quilvest permit shares of Class B Common Stock to be converted prior to the receipt of the Required Approval such that, when measured after any such conversion, the number of outstanding shares of Series B Common Stock shall be less than 10% of the number of outstanding shares of both the Series A Common Stock and the Series B Common Stock in the aggregate then outstanding. In no event shall Quilvest permit the conversion of any shares of Class B Common Stock beneficially owned by it, Terbem or members of TCR Management until after the Required Approval is obtained. The Company hereby agrees to cooperate in all respects with Quilvest in connection with this Section 7.4.
Appears in 1 contract
Sources: Securities Purchase Agreement (Quilvest American Equity LTD/Three Cities Holdings LTD)