Mandatory Conversion Event definition

Mandatory Conversion Event means the earlier to occur of: (i) the date on which the last sale price for the Class A Common Stock or Class D Common Stock, regular way, or, in case no such sale takes place on such date, the average of the closing bid and asked prices, regular way, for the Class A Common Stock or Class D Common Stock, in either case as reported in the principal consolidated transaction reporting system with respect to the principal national securities exchange on which the Class A Common Stock or Class D Common Stock is listed or admitted to trading, or, if neither Class A Common Stock nor Class D Common Stock is listed or admitted to trading on any national securities exchange, the last quoted price, or, if not so quoted, the average of the high bid and low asked prices in the over-the-counter market, as reported by the principal automated quotation system that may then be in use, for the Class A Common Stock or Class D Common Stock for fifteen (15) consecutive trading days is equal to or greater than the Mandatory Conversion Trigger Price as then in effect; and (ii) the issuance by the Corporation of Common Stock at an issue price per share not less than the Mandatory Conversion Trigger Price as then in effect for aggregate gross proceeds (before deduction of underwriting commissions and other expenses of sale) of not less than $75,000,000, provided that if such issuance is made to a Purchasing Party, the Designated Investment Bank shall have provided an opinion in customary form to the Company to the effect that the issue price per share of Common Stock is at or higher than the fair market value of a share of Common Stock.

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Mandatory Conversion Event means any of the events described in paragraphs (ii) and (iii) of the definition of “Determination Event”.

Mandatory Conversion Event means, after the one (1)-year anniversary of the Original Issue Date, the VWAP has been at least one hundred sixty-five percent (165%) of the Conversion Price then in effect for at least twenty (20) Trading Days (whether or not consecutive) during any thirty (30) consecutive Trading Day period ending within the three Trading Days immediately preceding the Mandatory Conversion Notice Date.

Examples of Mandatory Conversion Event in a sentence

No fractional shares or securities representing fractional shares will be issued upon conversion; in lieu of fractional shares the Corporation will pay a cash adjustment based upon the Common Stock Value as of the close of business on the first Business Day preceding the date of the occurrence of such Mandatory Conversion Event.
Upon the occurrence of the Mandatory Conversion Event, the Company shall deliver notice to the Holders of the Notes, the Trustee and the Conversion Agent (if other than the Trustee) (such notice, a “Mandatory Conversion Notice”) not later than the open of business on the second business day following such Mandatory Conversion Event, which notice shall specify that the Mandatory Conversion shall occur not later than the third business day following the notice of the Mandatory Conversion Event.
Mandatory Conversion Upon a Mandatory Conversion Event (defined below), then, at the option of the Company, the New Convertible Preferred Stock shall be converted in whole or in part on a pro rata basis at the then-effective Conversion Price into shares of New Common Stock.
At any time following a Mandatory Conversion Event, the Corporation shall have the right to convert all shares of Series D Preferred Stock then outstanding into that number of shares of Common Stock as determined by the Conversion Price.
CIG shall be required to surrender and deliver to the Company the certificates representing the Series A-2 Preferred Stock that CIG received pursuant to Section 10.11 in exchange for Series C Convertible Preferred with an equal aggregate stated liquidation preference immediately prior to a Mandatory Conversion Event (as such term is defined in the Series C Convertible Preferred Certificate of Designation) which occurs on or prior to the second anniversary of the Call Closing.

More Definitions of Mandatory Conversion Event

Mandatory Conversion Event means the earlier to occur of the following dates:

Mandatory Conversion Event means any conversion effected pursuant to Section A.2(e)(ii), Section A.2(f)(ii) or Section A.2(g)(ii) of the Restated Charter.

Mandatory Conversion Event has the meaning set forth in Section 6(b) hereof.

Mandatory Conversion Event means (A) the closing of a Qualified Public Offering; (B) the closing of a Qualified Sale of the Corporation or (C) the written election of the Majority Holders, including each Lead Investor.

Mandatory Conversion Event means any such time following the fourth anniversary of the issuance of the New Convertible Preferred Stock that the closing price of New Common Stock has equaled or exceeded 135% of the conversion price of the New Convertible Preferred Stock for at least 20 out of any 30 consecutive trading days. Mandatory Redemption On the ten-year anniversary of the Closing Date. Merger, Consolidation Upon the merger, consolidation or other sale of the Company, the Preferred Stock shall be converted into the same consideration such preferred stock would have received had such preferred stock been converted into New Common Stock immediately prior to such merger, consolidation or other sale of the Company. Voting Rights The New Convertible Preferred Stock would be entitled to vote with New Common Stock as a single class on an "as converted" basis.

Mandatory Conversion Event means the occurrence of any of the following events:

Mandatory Conversion Event means the later to occur of (a) May 4, 2008 or (b) the earlier to occur of: (i) the date on which the last sale price for the Conversion Shares, regular way, or, in case no such sale takes place on such date, the average of the closing bid and asked prices, regular way, for the Class A Common Stock or Class D Common Stock, in either case as reported in the principal consolidated transaction reporting system with respect to the principal national securities exchange on which the Class A Common Stock or Class D Common Stock is listed or admitted to trading, or, if the Conversion Shares are not listed or admitted to trading on any national securities exchange, the last quoted price, or, if not so quoted, the average of the high bid and low asked prices in the over-the-counter market, as reported by the principal automated quotation system that may then be in use, for the Class A Common Stock or Class D Common Stock for fifteen (15) consecutive trading days is equal to or greater than the product of (x) the Conversion Price as then in effect and (y) the Mandatory Conversion Factor; (ii) the issuance by the Company of the Conversion Shares at an issue price per share not less than the product of (x) the Conversion Price as then in effect for aggregate gross proceeds (before deduction of underwriting commissions and other expenses of sale) of not less than $75,000,000 and (y) the Mandatory Conversion Factor provided that if such issuance is made to a Purchasing Party, the Designated Investment Bank shall have provided an opinion in customary form to the Company to the effect that the issue price per share of Conversion Shares is at or higher than the fair market value of a Conversion Share.

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