Permitted Common Redemption

Permitted Common Redemption. The redemption by the Corporation of (a) outstanding shares of Common Stock in connection with the Merger in accordance with the Corporation's certificate of incorporation in effect as of the date of this Certificate of Designation; (b) the exercise of outstanding options or warrants to purchase capital stock of the Corporation on a cashless or net-settled basis; (c) outstanding shares of Common Stock purchased pursuant to Section 6.7 of the Purchase Agreement, and then held by holders of... outstanding shares of Preferred Stock (the "Backstop Shares"), or (d) outstanding shares of Common Stock other than Backstop Shares using solely proceeds received by the Corporation upon the exercise of Converted Options (as defined in the Merger Agreement), provided that the amount of such proceeds used for such redemption in this clause (d) may not exceed $13,300,000, provided, further that no redemption of shares of Common Stock shall qualify as a Permitted Common Redemption pursuant to this clause (d) unless the Corporation has first offered in writing to use the proceeds intended for such redemption to repurchase at Fair Market Value outstanding Backstop Shares then held by the Initial Purchaser or its Affiliates and the recipient of such notice has not accepted in writing such offer within five days of receipt, or upon the written consent of the holders of at least sixty-six and two-thirds percent (66 2/3%) of the then outstanding shares of Preferred Stock then held by the Initial Purchaser. View More