REDEMPTION AT THE OPTION. OF THE WARRANTHOLDER --------------------------------------------- Crystallex shall, at the option of a Warrantholder, redeem Warrants in whole or in part, prior to expiry of such Warrants, upon delivery of a notice by the Warrantholder to Crystallex and the Warrant Agent (in the manner hereinafter provided and in accordance with and subject to the provisions hereinafter set forth) in the event any of the following shall occur: (a) a Registration Statement is filed with and declared effective by the SEC but thereafter ceases to be effective at any time at which there are Warrants outstanding hereunder and Crystallex shall fail to file a subsequent Registration Statement with the SEC and use its best efforts to cause such Registration Statement to be declared effective by the SEC within 10 business days thereafter; (b) the trading in the Common Shares shall have been suspended or cease traded by the SEC or the AMEX (except for any suspension of trading of limited duration solely to permit dissemination of material information regarding Crystallex and except if, at the time there is any suspension on the AMEX, the Common Shares are then listed and approved for trading on either the New York Stock Exchange; the Nasdaq SmallCap Market, or the Nasdaq National Market within two trading days thereof); (c) Crystallex shall fail to use its best efforts to take all actions necessary to cause the Registration Statement to be declared and remain effective by the SEC within 120 days after the Effective Date (such actions including amending or supplementing the prospectus); (d) Crystallex shall fail to maintain a reserve of duly allotted and authorized Common Shares that is at least equal to the number of Common Shares which would be issuable upon conversion in full of the full number of Convertible Notes outstanding hereunder and all outstanding Warrants, and such failure shall remain uncured for fifteen days after the first date on which such reserve is no longer maintained; (e) Crystallex shall fail to take all steps necessary to cause the Common Shares (including the Common Shares issuable upon conversion of Convertible Notes and the exercise of the Warrants hereunder) to be listed on the AMEX within 120 days after the Effective Date (or, if earlier, on or prior to the date on which the Registration Statement is declared effective by the SEC) or the Corporation shall fail to take all steps necessary to thereafter to maintain such listing on the AMEX, and such failure shall remain uncured for fifteen days after such failure; (f) Crystallex shall fail to issue Common Shares to the holders upon exercise by the holders of their conversion rights hereunder or shall fail to transfer or to cause the Warrant Agent to transfer any certificate for Common Shares issued to the holders upon exercise of the Warrant as and when required by this Indenture, or shall fail to remove any restrictive legend (or to withdraw any stop transfer instructions in respect thereof) on any certificate or any Common Shares issued to the holders of Warrants upon exercise of Warrants as and when required by this Indenture; or (g) Crystallex shall have its Common Shares delisted from the AMEX for at least ten consecutive trading days and is unable to obtain a listing on either the New York Stock Exchange, the Nasdaq SmallCap Market or the Nasdaq National Market within such ten trading days.
Appears in 1 contract
REDEMPTION AT THE OPTION. OF THE WARRANTHOLDER --------------------------------------------- Crystallex shall, at the option of a Warrantholder, redeem Warrants in whole or in part, prior to expiry of such Warrants, upon delivery of a notice by the Warrantholder to Crystallex and the Warrant Agent (in the manner hereinafter provided and in accordance with and subject to the provisions hereinafter set forth) in the event any of the following shall occur:
(a) a Registration Statement is filed with and declared effective by the SEC but thereafter ceases to be effective at any time at which there are Warrants outstanding hereunder and Crystallex shall fail to file a subsequent Registration Statement with the SEC and use its best efforts to cause such Registration Statement to be declared effective by the SEC within 10 business days thereafter;
(b) the trading in the Common Shares shall have been suspended or cease traded by the SEC or the AMEX (except for any suspension of trading of limited duration solely to permit dissemination of material information regarding Crystallex and except if, at the time there is any suspension on the AMEX, the Common Shares are then listed and approved for trading on either the New York Stock Exchange; , the Nasdaq SmallCap Market, or the Nasdaq National Market within two trading days thereof);
(c) Crystallex shall fail to use its best efforts to take all actions necessary to cause the Registration Statement to be declared and remain effective by the SEC within 120 days after the Effective Date (such actions including amending or supplementing the prospectus);
(d) Crystallex shall fail to maintain a reserve of duly allotted and authorized Common Shares that is at least equal to the number of Common Shares which would be issuable upon conversion in full of the full number of Convertible Notes outstanding hereunder and all outstanding Warrants, and such failure shall remain uncured for fifteen days after the first date on which such reserve is no longer maintained;
(e) Crystallex shall fail to take all steps necessary to cause the Common Shares (including the Common Shares issuable upon conversion of Convertible Notes and the exercise of the Warrants hereunder) to be listed on the AMEX within 120 days after the Effective Date (or, if earlier, on or prior to the date on which the Registration Statement is declared effective by the SEC) or the Corporation shall fail to take all steps necessary to thereafter to maintain such listing on the AMEX, and such failure shall remain uncured for fifteen days after such failure;
(f) Crystallex shall fail to issue Common Shares to the holders upon exercise by the holders of their conversion rights hereunder or shall fail to transfer or to cause the Warrant Agent to transfer any certificate for Common Shares issued to the holders upon exercise of the Warrant as and when required by this Indenture, Indenture or shall fail to remove any restrictive legend (or to withdraw any stop transfer instructions in respect thereof) on any certificate or any Common Shares issued to the holders of Warrants upon exercise of Warrants as and when required by this Indenture; or
(g) Crystallex shall have its Common Shares delisted from the AMEX for at least ten consecutive trading days and is unable to obtain a listing on either the New York Stock Exchange, the Nasdaq SmallCap Market or the Nasdaq National Market within such ten trading days.
Appears in 1 contract