Nonliquidating Distributions. (a) Holders of Class A Preferred Units shall be entitled to receive, when and as authorized by the General Partner, and declared by the Partnership out of funds of the Partnership legally available for payment, preferential cumulative cash distributions at the Class A Preferred Return Rate (the “Class A Preferred Return”). Such distributions shall be cumulative from the date of original issue and shall be payable quarterly, in equal amounts, on or before the period ending on such Preferred Unit Distribution Payment Date. Any quarterly distribution payable on the Class A Preferred Units for any partial distribution period will be computed on the basis of twelve 30-day months and a 360-day year. Distributions will be payable in arrears to holders of record of Class A Preferred Units as they appear on the records of the Partnership at the close of business on the applicable record date, which shall be the first day of the calendar month in which the applicable Preferred Unit Distribution Payment Date occurs or such other date designated by the General Partner for the payment of distributions that is not more than 90 nor less than 10 days prior to such Preferred Unit Distribution Payment Date (each, a “Preferred Unit Distribution Record Date”). The “Class A Preferred Return Rate” shall be (i) 1.00% per annum of the Class A Preferred Base Liquidation Preference (as defined below) per Class A Preferred Unit with respect to the period prior to June 1, 2015, (ii) 2.00% per annum of the Class A Preferred Base Liquidation Preference per Class A Preferred Unit with respect to the period commencing on June 1, 2015 and ending on June 1, 2016, and (iii) 3.00% per annum of the Class A Preferred Base Liquidation Preference per Class A Preferred Unit commencing on June 1, 2016.
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Samples: Second Amended and Restated Agreement of Limited Partnership (Trade Street Residential, Inc.), Second Amended and Restated Agreement of Limited Partnership (Trade Street Residential, Inc.), Limited Partnership Agreement (Trade Street Residential, Inc.)
Nonliquidating Distributions. Except as otherwise provided in Sections 5 and 6 of this Partnership Unit Designation:
(a) Holders of Class Series A Preferred Units shall be entitled to receive, when and as authorized by the General Partner, Partner and declared by the Partnership out of funds of the Partnership legally available for payment, preferential cumulative cash distributions at the Class rate of 6.375% per annum of the $25.00 liquidation preference per Series A Preferred Return Rate (the “Class Unit, equal to a fixed annual amount of $1.59375 per Series A Preferred Return”)Unit; provided, however, that if the Parent fails to redeem or call for redemption all shares of 6.375% Series A Cumulative Term Preferred Stock of the Parent on September 30, 2021, the distribution rate on the Series A Preferred Units shall increase by 3.0% per Series A Preferred Unit per annum to 9.375% until such shares of 6.375% Series A Cumulative Term Preferred Stock of the Parent are redeemed or called for redemption. Such distributions Distributions on the Series A Preferred Units shall be cumulative from (but excluding) the date of original issue and shall be payable quarterly, monthly in equal amounts, arrears on or before the period ending last day of each month, or if such day is not a Business Day, on the immediately succeeding Business Day or on such Preferred Unit Distribution Payment Datelater date as designated by the Parent’s Board of Directors, with the same force and effect as if paid on such date. Any quarterly distribution payable on the Class Series A Preferred Units for any partial distribution period will be computed on the basis of a 360-day year consisting of twelve 30-day months and a 360-day yearmonths. Distributions will be payable in arrears to holders of record of Class A Preferred Units as they appear on in the records of the Partnership at the close of business on the applicable record date, which shall be the first day of the calendar month in which the applicable Preferred Unit Distribution Payment Date occurs or such other date designated by the General Partner for the payment of distributions that is not more than 90 20 nor less than 10 seven days prior to the applicable distribution payment date.
(b) No distribution on Series A Preferred Units shall be authorized by the General Partner or declared or paid or set apart for payment by the Partnership at such time as the terms and provisions of any agreement of the General Partner, the Parent or the Partnership, including any agreement relating to the indebtedness of any of them, prohibits such declaration, payment or setting apart for payment or provides that such declaration, payment or setting apart for payment would constitute a breach thereof or a default thereunder, or if such declaration or payment shall be restricted or prohibited by law.
(c) Notwithstanding the foregoing, distributions on Series A Preferred Units will accrue whether or not the Partnership has earnings, whether or not there are funds legally available for the payment of such distributions, whether or not such distributions are declared and whether or not such distributions are prohibited by agreement. Except as set forth in the next sentence, no distributions will be declared or paid or set apart for payment on Preferred Parity Units, OP Units or other Partnership Units ranking junior to Series A Preferred Units with respect to distribution rights or rights upon liquidation of the Partnership, for any period unless full cumulative distributions have been or contemporaneously are declared and paid or declared and a sum sufficient for the payment thereof is set apart for such payment on Series A Preferred Units for all past distribution periods and the then current distribution period. When distributions are not paid in full (or a sum sufficient for such full payment is not so set apart) upon Series A Preferred Units and other Preferred Parity Units, all distributions declared upon Series A Preferred Units and other Preferred Parity Units shall be declared pro rata so that the amount of distributions declared per Series A Preferred Unit Distribution Payment Date (each, a “and other Preferred Parity Unit shall in all cases bear to each other the same ratio that accumulated distributions per Series A Preferred Unit Distribution Record Date”). The “Class and other Preferred Parity Unit (which shall not include any accumulation in respect of unpaid distributions for prior distribution periods with respect to any Preferred Parity Units that are not entitled to cumulative distributions) bear to each other.
(d) Except as provided in the immediately preceding paragraph, unless full cumulative distributions on Series A Preferred Return Rate” Units have been or contemporaneously are declared and paid or declared and a sum sufficient for the payment thereof is set apart for payment for all past distribution periods and the then current distribution period, no distributions (other than in OP Units or other Partnership Units ranking junior to Series A Preferred Units with respect to distribution rights or rights upon liquidation of the Partnership) shall be declared or paid or set aside for payment upon any Preferred Parity Units, OP Units or other Partnership Units ranking junior to Series A Preferred Units with respect to distribution rights or rights upon liquidation of the Partnership, nor shall any Preferred Parity Units, OP Units or other Partnership Units ranking junior to Series A Preferred Units with respect to distribution rights or rights upon liquidation of the Partnership be redeemed, purchased or otherwise acquired for any consideration (or any moneys be paid to or made available for a sinking fund for the redemption of any such shares) by the Partnership (except (i) 1.00% per annum by conversion into or exchange for OP Units or other Partnership Units ranking junior to Series A Preferred Units with respect to distribution rights and rights upon liquidation of the Class Partnership, (ii) in connection with the redemption, purchase or acquisition of equity securities under incentive, benefit or share purchase plans of the Parent for officers, directors or employees or others performing or providing similar services, or (iii) by other redemption, purchase or acquisition of such equity securities by the Parent for the purpose of preserving the Parent’s ability to qualify to be taxed as a REIT). Nothing in this paragraph shall be construed to prohibit the Parent from acquiring OP Units pursuant to Section 8.06(b) of the Partnership Agreement.
(e) Holders of Series A Preferred Base Liquidation Preference Units shall not be entitled to any distribution in excess of full cumulative distributions on Series A Preferred Units as provided above. Any distribution made on Series A Preferred Units shall first be credited against the earliest accrued but unpaid distribution due with respect to such shares which remains payable. No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on Series A Preferred Units which may be in arrears.
(as defined belowf) per Class In determining whether a distribution (other than upon voluntary or involuntary liquidation), redemption or other acquisition of the Partnership Units or otherwise is permitted under Delaware law, no effect shall be given to the amounts that would be needed, if the Partnership were to be liquidated at the time of the distribution, to satisfy the preferential rights upon distribution of holders of Partnership Units whose preferential rights are superior to those receiving the distribution.
(g) This Section 4 is intended to provide the Holder of a Series A Preferred Unit with respect the same entitlement to the period prior to June 1, 2015, (ii) 2.00% periodic distributions per annum of the Class A Preferred Base Liquidation Preference per Class Series A Preferred Unit with respect to the period commencing on June 1, 2015 and ending on June 1, 2016, and (iii) 3.00as a holder of a share of 6.375% per annum Series A Cumulative Term Preferred Stock of the Class A Preferred Base Liquidation Preference per Class A Preferred Unit commencing on June 1, 2016Parent and shall be interpreted consistently therewith.
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Samples: Agreement of Limited Partnership (GLADSTONE LAND Corp)