Common use of Conversion of Series B Preferred Stock Clause in Contracts

Conversion of Series B Preferred Stock. (a) At the Effective Time, by virtue of the Merger and without any action on the part of the holders of shares of Series B Preferred Stock (as defined herein), each share of Series B Preferred Stock issued and outstanding immediately prior to the Effective Time and held by an Accredited Stockholder (each a “Qualifying Share of Series B Preferred Stock”), other than Dissenting Shares, will convert automatically into the right to receive a number of validly issued, fully paid and non assessable shares of MIT Holdings Common Stock, as determined pursuant to the Series B Preferred Stock Exchange Ratio (as defined herein). (b) Each Qualifying Share of Series B Preferred Stock shall be exchanged for a number of shares of MIT Holdings Common Stock (the “Series B Preferred Stock Exchange Ratio”) equal to the quotient of: (i) The quotient (the “Series B Per Share Value”) of: (A) the sum (“Series B Aggregate Value”) of the aggregate issue price of the Series B Preferred Stock of $28,234,025, plus the aggregate dividends in arrears which are payable on the Series B Preferred Stock through the Effective Time; and (B) the number of shares of Series B Preferred Stock outstanding (including the effect of any applicable anti-dilution adjustments) at the Effective Time; and

Conversion of Series B Preferred Stock. (a) At the Effective Time, by virtue of the Merger and without any action on the part of the holders of shares of Series B Preferred Stock (as defined herein), each share of Series B Preferred Stock issued and outstanding immediately prior to the Effective Time and held by an Accredited Stockholder (each a “Qualifying Share of Series B Preferred Stock”), other than Dissenting Shares, will convert automatically into the right to receive a number of validly issued, fully paid and non assessable shares of MIT Holdings Common Stock, as determined pursuant to the Series B Preferred Stock Exchange Ratio (as defined herein). (b) Each Qualifying Share of Series B Preferred Stock shall be exchanged for a number of shares of MIT Holdings Common Stock (the “Series B Preferred Stock Exchange Ratio”) equal to the quotient of: (i) The quotient (the “Series B Per Share Value”) of: (A) the sum (“Series B Aggregate Value”) of the aggregate issue price of the Series B Preferred Stock of $28,234,02520,234,025, plus the aggregate dividends in arrears which are payable on the Series B Preferred Stock through the Effective Time; and (B) the number of shares of Series B Preferred Stock outstanding (including the effect of any applicable anti-dilution adjustments) at the Effective Time; and