RE:RE:Tax loss in full effect !! LABS target of $1.75 BUY TIME :)Note holder accelerating repayments again, getting paid in LABS shares and selling them on market to remain below 10% threshold?
Acceleration of Installment Amounts.
Notwithstanding anything herein to the contrary, during the period commencing on an Installment Date (a “Current Installment Date”) and ending on the Trading Day immediately prior to the next Installment Date (each, an “Installment Period”), at the option of the Holder, at one or more times, the Holder may convert other Installment Amounts (each, an “Acceleration”, and each such amount, an “Acceleration Amount”), in whole or in part, at the Installment Conversion Price of such Current Installment Date in accordance with the conversion procedures set forth in Section 3 hereunder, mutatis mutandis. For the avoidance of doubt, any such Acceleration shall not be required to be paid in cash and solely be optional conversions pursuant to Section 3 hereunder (except with “Installment Conversion Price” replacing “Conversion Price” thereunder) and shall not be an Installment Conversion or an Installment Redemption hereunder.
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(x) "Installment Amount” means the sum of (A) (i) with respect to any Installment Date other than the Maturity Date, the lesser of (x) $322,265.63 and (y) the Principal amount then outstanding under this Note as of such Installment Date, and (ii) with respect to the Installment Date that is the Maturity Date, the Principal amount then outstanding under this Note as of such Installment Date (in each case, as any such Installment Amount may be reduced pursuant to the terms of this Note, whether upon conversion, redemption or Deferral), (B) any Deferral Amount deferred pursuant to Section 8(d) and included in such Installment Amount in accordance therewith, (C) any Acceleration Amount accelerated pursuant to Section 8(e) and included in such Installment Amount in accordance therewith and (D) in each case of clauses (A) through (C) above, the sum of any accrued and unpaid Interest as of such Installment Date under this Note, if any, and accrued and unpaid Late Charges, if any, under this Note as of such Installment Date. In the event the Holder shall sell or otherwise transfer any portion of this Note, the transferee shall be allocated a pro rata portion of the each unpaid Installment Amount hereunder.
(z) “Installment Conversion Price” means, with respect to a particular date of determination, which shall be (i) if prior to the Shareholder Approval Date, the Installment Percentage of the Market Price as of the applicable Installment Date or (ii) if on or after the Shareholder Approval Date, the lowest of (x) the Conversion Price then in effect, and (y) the Installment Percentage of the Market Price as of the applicable Installment Date. All such determinations to be appropriately adjusted for any share split, share dividend, share combination or other similar transaction during any such measuring period in accordance with Section 7.
(aa) “Installment Date” means (i) prior to the Maturity Date
Business Days of each calendar month beginning in October, 2020, and (ii) the
Maturity Date.
(bb) “Installment Percentage” means, with respect to any given Installment Conversion Price (i) if the Market Price as of the applicable Installment Date is greater than or equal to $1.00, 90% or (ii) otherwise, 87%.
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(o) Limitations on Exercises. The Company shall not effect the issuance of any Underlying Securities, as applicable, and the Buyers shall not have the right to convert or exercise any portion of the Notes or Warrants, as applicable, pursuant to the terms and conditions hereof of thereof and any such exercise shall be null and void and treated as if never made, to the extent that after giving effect to such exercise, any Buyer together with the other Attribution Parties (as defined below) collectively would beneficially own or control, directly or indirectly, in excess of 9.99% (the “Maximum Percentage”) of the Common Shares outstanding immediately after giving effect to such exercise.
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Accelerated payment option of First Note and Second Note
On October 13, 2020, the holder of the Notes delivered conversion notices to the Group with respect to an acceleration of $397,000 principal amount of each of the First Note and Second Note at an installment conversion price of $0.7352 related to the Installment Date of October 1, 2020. On October 15, 2020, the Group issued an aggregate of 1,080,700 Common Shares in connection with such acceleration.
On October 14, 2020, the holder of the Notes delivered conversion notices to the Group with respect to an acceleration of $445,00p principal amount of each of the First Note and Second Note at an installment conversion price of $0.7352 related to the Installment Date of October 1, 2020. On October 16, 2020, the Group issued an aggregate of 1,209,280 Common Shares in connection with such acceleration.
On November 9, 2020, the holder of the Notes delivered conversion notices to the Group with respect to an acceleration of $1,934,000 principal amount of each of the First Note and Second Note at an installment conversion price of $0.7052 related to the Installment Date of November 2, 2020. On November 10, 2020, the Group issued an aggregate of 2,741,910 Common Shares in connection with such acceleration.
On November 12, 2020, the holder of the Notes delivered conversion notices to the Group with respect to an acceleration of $1,934,000 principal amount of each of the First Note and Second Note at an installment conversion price of $0.7052 related to the Installment Date of November 2, 2020. On November 13, 2020, the Group issued an aggregate of 2,741,910 Common Shares in connection with such acceleration.
On November 13, 2020, the holder of the Notes delivered conversion notices to the Group with respect to an acceleration of $1,289,000 principal amount of each of the First Note and Second Note at an installment conversion price of $0.7052 related to the Installment Date of November 2, 2020. On November 13, 2020, the Group issued an aggregate of 1,827,940 Common Shares in connection with such acceleration.