Common use of Effect of Conversion Clause in Contracts

Effect of Conversion. All shares of Series B Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock at the Mandatory Conversion Time, except only the right of the Holders thereof to receive shares of Common Stock in exchange therefor. Any shares of Series B Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be necessary to reduce the authorized number of shares of Preferred Stock accordingly.

Appears in 2 contracts

Sources: Subscription Agreement, Subscription Agreement (PureCycle Technologies, Inc.)

Effect of Conversion. All shares of Series B Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock at the Mandatory Conversion Time, except only the right of the Holders thereof to receive shares of Common Stock in exchange therefor. Any shares of Series B Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be necessary to reduce the authorized number of shares of Preferred Stock accordingly.

Appears in 2 contracts

Sources: Subscription Agreement, Subscription Agreement (PureCycle Technologies, Inc.)

Effect of Conversion. All shares of Series B A Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, outstanding and all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock terminate at the Mandatory Conversion Time, except only the right of the Holders holders thereof to receive shares of Common Stock in exchange therefor, to receive payment in lieu of any fraction of a share otherwise issuable upon such conversion as provided in Subsection 4.2. Any shares of Series B A Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be reasonably necessary to reduce the authorized number of shares of Series A Preferred Stock accordingly.

Appears in 2 contracts

Sources: Merger Agreement (iHookup Social, Inc.), Merger Agreement (iHookup Social, Inc.)

Effect of Conversion. All shares of Series B A Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, outstanding and all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock terminate at the Mandatory Series A Conversion Time, except only the right of the Holders holders thereof to receive shares of Common Stock in exchange therefortherefor and to receive payment of any dividends declared but unpaid thereon. Any shares of Series B A Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be necessary to reduce the authorized number of shares of Series A Preferred Stock accordingly.

Appears in 1 contract

Sources: Divestiture Agreement (Ophthotech Corp.)

Effect of Conversion. All shares of Series B Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, outstanding and all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock terminate at the Mandatory Conversion Time, except only the right of the Holders holders thereof to receive shares of Common Stock in exchange therefortherefor and to receive payment of any dividends declared but unpaid thereon and payment of any fractional shares. Any shares of Series B Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be necessary to reduce the authorized number of shares of Series B Preferred Stock accordingly.

Appears in 1 contract

Sources: Stock Purchase Agreement (Planet Technologies, Inc)

Effect of Conversion. All shares of Series B A Non-Voting Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, outstanding and all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock terminate at the Mandatory Conversion Time, except only the right of the Holders holders thereof to receive shares of Common Stock in exchange therefortherefor and to receive payment in lieu of any fraction of a share otherwise issuable upon such conversion as provided in Section 5.2. Any shares of Series B A Non-Voting Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be necessary to reduce the authorized number of shares of Series A Non-Voting Preferred Stock accordingly.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (American Public Education Inc)

Effect of Conversion. All shares of Series B Y Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, outstanding and all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock terminate at the Mandatory Conversion Time, except only the right of the Holders holders thereof to receive shares of Common Stock in exchange therefor, to receive payment in lieu of any fraction of a share otherwise issuable upon such conversion as provided in Subsection 4.2. Any shares of Series B Y Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be necessary to reduce the authorized number of shares of Series Y Preferred Stock accordingly.

Appears in 1 contract

Sources: Merger Agreement (Yatra Online, Inc.)

Effect of Conversion. All shares of Series B Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, outstanding and all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock terminate at the Mandatory Conversion Time, except only the right of the Holders holders thereof to receive shares of Common Stock in exchange therefor, to receive payment in lieu of any fraction of a share otherwise issuable upon such conversion as provided in Subsection 4.2. Any shares of Series B Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be necessary to reduce the authorized number of shares of Series B Preferred Stock accordingly.

Appears in 1 contract

Sources: Certificate of Incorporation (Capstone Therapeutics Corp.)

Effect of Conversion. All shares of Series B A Convertible Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding, outstanding and all rights with respect to such shares shall immediately cease and terminate, and Dividends shall no longer accrue or be declared on any such shares of Series B Preferred Stock terminate at the Mandatory Conversion Time, except only the right of the Holders holders thereof to receive shares of Common Stock in exchange therefortherefor and to receive payment of any dividends declared but unpaid thereon. Any shares of Series B A Convertible Preferred Stock so converted shall be retired and cancelled and may not be reissued as shares of such series, and the Corporation may thereafter take such appropriate action (without the need for stockholder action) as may be necessary to reduce the authorized number of shares of Series A Convertible Preferred Stock accordingly.

Appears in 1 contract

Sources: Series a Preferred Stock Purchase Agreement (Adamas One Corp.)