Conversion

Conversion. (i) In the event the Company, directly or indirectly through a Subsidiary, consummates, while the Loan remains outstanding, a transaction that results in the Company, directly or indirectly through a Subsidiary, owning all or substantially all of the common equity interests of another Person (a "Qualified Transaction"), then, during the period commencing on the date of the closing of such Qualified Transaction and ending on December 31, 2021 (the "Conversion Exercise Period"), up to 100% of the... aggregate outstanding principal amount of the Loan, together with all accrued and unpaid interest thereon, shall, at the option of the Buyer, convert into shares of the Company's common stock at a conversion price between $10.00 and $30.00 per share as determined pursuant to this Section 2(e) (the "Conversion Price"). The Company shall provide written notice to the Buyer promptly after the closing of a Qualified Transaction. (ii) If the Buyer elects to convert a portion of the Loan pursuant to Section 2(e)(i), the Buyer shall provide written notice to the Company notifying the Company of the Buyer's desire to convert a portion of the Loan (the "Initial Conversion Notice"). Upon receipt of an Initial Conversion Notice, the Company shall promptly retain an independent firm to provide a valuation of the shares of common stock of the Company as of the date of the Conversion Notification (or such earlier or later date as agreed by the Buyer and the Company) (the "Valuation") which Valuation shall determine the Conversion Price; provided, however, that (a) if the Valuation is less than $10 per share, then the Conversion Price shall be equal to $10 per share and (b) if the Valuation is greater than $30 per share, then the Conversion Price shall be equal to $30 per share. The Company shall provide to the Buyer a copy of the Valuation and the determination of the Conversion Price promptly after completion of the Valuation (the "Valuation Notice"). (iii) The Buyer shall have ten (10) Business Days (or such later date agreed to by the Company) after effective receipt of the Valuation Notice to provide the Company notice of the Buyer's desire to convert a portion of the Loan at the Conversion Price specified in the Valuation Notice (the "Final Conversion Notice"). The Final Conversion Notice shall specify the principal amount of the Loan to be converted, together with all accrued and unpaid interest thereon, and the date on which such conversion is expected to occur (the "Conversion Date"), which shall not be more than ten (10) Business Days (or such later date agreed to by the Company and the Buyer) after the date of the Final Conversion Notice. On or prior to the Conversion Date, the Company agrees to deliver to the Buyer an amended and restated Note reflecting the reduced outstanding principal amount of the Note and the Buyer agrees to deliver to the Company any documentation reasonably required by the Company to consummate such conversion (including the original of the Note (or a notice to the effect that the original Note has been lost, stolen or destroyed) for cancellation. View More

Conversion. Means the First Conversion and the Second Conversion.

Conversion. Means the series of transactions provided for in this Plan, including but not limited to (i) the adoption of a federal stock charter by the Association to authorize the issuance of shares of capital stock and otherwise to conform to the requirements of a stock savings and loan association organized under the laws of the United States, (ii) the issuance of Conversion Stock by the Holding Company as provided herein, and (iii) the purchase by the Holding Company of all of the capital stock of the... Association to be issued by the Association in connection with its conversion from mutual to stock form. View More

Conversion. Has the meaning set forth in paragraph 3(a) hereof.

Conversion. Shall mean the conversion of Class B Common Units of the Company to common stock of IPO Corp. in accordance with Section 3.6 of the Securityholders Agreement.

Conversion. Means Jaharis' right to convert indebtedness owing under the Supplemental Credit Facility Note into the Convertible Note Shares as provided in the Supplemental Credit Facility Loan Agreement and the Supplemental Credit Facility Note.

Conversion. Shall mean the process of converting a new Customer's data to the System, and otherwise implementing the System for use by a Customer or, in the case of an Ancillary Product, the process of implementing the Ancillary Product for use by a Customer or TotalPlus Customer.

Conversion. Has the meaning set forth in the Convertible Note Agreements.

Conversion. Means: (i) the conversion of Bradford Bancorp to an interim federal stock bank and the subsequent Mid-Tier Merger pursuant to which Bradford Bancorp will cease to exist; (ii) the conversion of the MHC to an interim federal stock savings bank and the subsequent MHC Merger, pursuant to which the MHC will cease to exist; (iii) the Savings Bank Merger, pursuant to which the Savings Bank will become a wholly owned subsidiary of the Holding Company; and (iv) the issuance of Common Stock in the... Offerings as provided herein. View More

Conversion. Means: (i) the amendment of the articles of incorporation of PMMHC to authorize the issuance of shares of capital stock and to conform to the requirements of a stock corporation under the laws of the Commonwealth of Pennsylvania, and (ii) the offer and sale of Common Stock by HoldCo in the Offering.