"...The conversion price of the Junior Preferred Stock will be subject to adjustment pursuant to customary anti-dilution provisions. The conversion price will further be adjusted if by October 31, 2007, a change of control has not occurred, or a definitive agreement that, if consummated will result in a change of control has not been entered into. The conversion price will be adjusted to be equal to the preceding 15-day VWAP if such VWAP is less than the then-current conversion price, but in no event below the lesser of (i) $2.00 or (ii) the per-share price that bears the same proportional relationship to $2.00 as the June 2007 VWAP bears to $2.48, provided that in no event shall such per-share price be less than $1.90 (the “ October 2007 Special Adjustment Floor ”). Thereafter, if a change of control has not occurred, or a definitive agreement that, if consummated, will result in a change of control has not been entered into, by December 31, 2007, the conversion price will be further adjusted to be equal to the preceding 15-day VWAP, if less than the then-current conversion price, but in no event below the lesser of (i) $1.65 or (ii) the per-share price that bears the same proportional relationship to $1.65 as the June 2007 VWAP bears to $2.48, provided that in no event shall such per-share price be less than $1.50 (the “ December 2007 Special Adjustment Floor ”), in either case subject to further adjustment..."
->the conversion price is subject to downwards adjustments the longer a takeover is not in place.
Red Flags at Transmeridian Exploration [View article]
this one is for the issuance of 40m of convertible preferred stock in june:
yahoo.brand.edgar-onli...
"...The conversion price of the Junior Preferred Stock will be subject to adjustment pursuant to customary anti-dilution provisions. The conversion price will further be adjusted if by October 31, 2007, a change of control has not occurred, or a definitive agreement that, if consummated will result in a change of control has not been entered into. The conversion price will be adjusted to be equal to the preceding 15-day VWAP if such VWAP is less than the then-current conversion price, but in no event below the lesser of (i) $2.00 or (ii) the per-share price that bears the same proportional relationship to $2.00 as the June 2007 VWAP bears to $2.48, provided that in no event shall such per-share price be less than $1.90 (the “ October 2007 Special Adjustment Floor ”). Thereafter, if a change of control has not occurred, or a definitive agreement that, if consummated, will result in a change of control has not been entered into, by December 31, 2007, the conversion price will be further adjusted to be equal to the preceding 15-day VWAP, if less than the then-current conversion price, but in no event below the lesser of (i) $1.65 or (ii) the per-share price that bears the same proportional relationship to $1.65 as the June 2007 VWAP bears to $2.48, provided that in no event shall such per-share price be less than $1.50 (the “ December 2007 Special Adjustment Floor ”), in either case subject to further adjustment..."
->the conversion price is subject to downwards adjustments the longer a takeover is not in place.
what does this tell you about this company?