Cancellation of Series B Preferred Stock Sample Clauses

Cancellation of Series B Preferred Stock. If any shares of Series B ---------------------------------------- Preferred Stock are converted pursuant to Article IV, the shares so converted shall be canceled, shall return to the status of authorized but unissued preferred stock of no designated series, and shall not be issuable by the Company as Series B Preferred Stock.
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Cancellation of Series B Preferred Stock. Any shares of Series B Preferred Stock that have been duly converted in accordance with this Certificate of Designations, or reacquired by the Corporation, shall be cancelled promptly thereafter and revert to authorized but unissued shares of Preferred Stock undesignated as to series. Such shares may be designated or redesignated and issued or reissued, as the case may be, as part of any series of Preferred Stock. The Corporation may from time to time take such appropriate action as may be necessary to reduce the authorized number of shares of Series B Preferred Stock solely in accordance with the foregoing.
Cancellation of Series B Preferred Stock. All outstanding shares of Series B Preferred Stock have by agreement dated July 1, 2001 been cancelled in exchange for a promissory note issued by GAI to Xxxx Xxxxxxx in the principal amount of $2,385,170. Global shall have no further liability by virtue of the Series B Preferred Stock or under the GAI promissory note in favor of Xxxx Xxxxxxx.
Cancellation of Series B Preferred Stock. The Series B Preferred Stock will be cancelled as provided in the Company Charter Documents and Section 5.14
Cancellation of Series B Preferred Stock. At the Effective Time, all shares of Series B Preferred Stock (as defined at Section 2.2) that are owned by Acquiror, if any, immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.
Cancellation of Series B Preferred Stock. The aggregate amount of Merger Consideration payable or issuable hereunder, together with the aggregate amount of Restricted Stock, Options and cash bonuses payable or issuable pursuant to Section 8.2, is not sufficient to pay the full liquidation preference of the holders of the Company Common Stock and Series A Preferred Stock in accordance with the Company’s certificate of incorporation, and, therefore, the holders of the Company’s Series B Preferred Stock, par value $0.001 per share (the “Series B Preferred Stock”), are not entitled to any of such Merger Consideration or other amounts. As a result, as of the Effective Time: (i) each share of Series B Preferred Stock shall be canceled and retired and cease to exist, without any conversion thereof, and no consideration shall be delivered in exchange therefor, and (ii) each holder of a certificate representing any such shares of Series B Preferred Stock shall cease to have any rights with respect thereto.
Cancellation of Series B Preferred Stock. Notice of Redemption having been given as aforesaid in respect of shares of Series B Preferred Stock to be redeemed pursuant to Section 6.1, notwithstanding that any certificates for such shares shall not have been surrendered for cancellation, from and after the date of redemption designated in the notice of redemption (i) the shares represented thereby shall no longer be deemed outstanding, (ii) the rights to receive dividends thereon shall cease to accrue, and (iii) all rights of the holders of Series B Preferred Stock to be redeemed shall cease and terminate, excepting only the right to receive the $10 per share redemption price therefor, plus all accumulated and unpaid dividends (whether or not earned or declared) to the date of redemption.
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Related to Cancellation of Series B Preferred Stock

  • Preferred Stock Shares of Preferred Stock may be issued from time to time in one or more series, each of such series to have such terms as stated or expressed herein and in the resolution or resolutions providing for the creation and issuance of such series adopted by the Board of Directors as hereinafter provided. Authority is hereby expressly granted to the Board of Directors from time to time to issue the Preferred Stock in one or more series, and in connection with the creation of any such series, by adopting a resolution or resolutions providing for the issuance of the shares thereof and by filing a certificate of designation relating thereto in accordance with the DGCL (a “Certificate of Designation”), to determine and fix the number of shares of such series and such voting powers, full or limited, or no voting powers, and such designations, preferences and relative participating, optional or other special rights, and qualifications, limitations or restrictions thereof, including without limitation thereof, dividend rights, conversion rights, redemption privileges and liquidation preferences, and to increase or decrease (but not below the number of shares of such series then outstanding) the number of shares of any series as shall be stated and expressed in such resolutions, all to the fullest extent now or hereafter permitted by the DGCL. Without limiting the generality of the foregoing, the resolution or resolutions providing for the creation and issuance of any series of Preferred Stock may provide that such series shall be superior or rank equally or be junior to any other series of Preferred Stock to the extent permitted by law and this Second Amended and Restated Certificate (including any Certificate of Designation). Except as otherwise required by law, holders of any series of Preferred Stock shall be entitled only to such voting rights, if any, as shall expressly be granted thereto by this Second Amended and Restated Certificate (including any Certificate of Designation). The number of authorized shares of Preferred Stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of a majority of the stock of the Corporation entitled to vote, irrespective of the provisions of Section 242(b)(2) of the DGCL.

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