Preference on Liquidation. (a) Upon the liquidation or dissolution of the Company ("Liquidation Event"), the holders of Series A Preferred Stock shall be entitled to receive out of the Company's assets, for each share of Series A Preferred Stock outstanding at the time thereof, distributions in the amount of $0.31755 (subject to adjustment from time to time as a result of a stock split, stock combination or any other similar event affecting the outstanding number of shares of Series A Preferred Stock) (as adjusted from time to time, the "Original Issue Price") plus an amount equal to all accumulated but unpaid dividends thereon, whether or not declared (the Original Issue Price together with such dividends, the "Liquidation Preference").
(b) Distributions of the Company's cash, securities and other assets pursuant to this Section 3 shall be made to the holders of shares of Series A Preferred Stock and all other Parity Stock in proportion to the total amounts to which the holders of all shares of Series A Preferred Stock and all other Parity Stock are entitled upon a Liquidation Event.
(c) No payment or distribution shall be made in respect of any shares of Series A Preferred Stock pursuant to Section 3(a) unless, at the time of such distribution, all amounts due in respect of any shares of Senior Stock have been paid in full.
(d) No payment or distribution shall be made in respect of any shares of Junior Stock unless, at the time of such distribution, the holders of shares of Series A Preferred Stock shall have received the Liquidation Preference with respect to each share.
(e) Upon the payment in full of all amounts due to a holder of Series A Preferred Stock pursuant to this Section 3, such holder shall not be entitled to any further participation in the assets of the Company.
Preference on Liquidation. Upon dissolution of the Partnership, the Series E Preferred Interests shall have the priority established in Section 6.2 of the Agreement and shall be pari passu with the Series A, B, C and D Preferred Interests and any other series that ranks pari passu with the Series E Preferred Interests.
Preference on Liquidation. (1) In the event of any liquidation, dissolution or winding up of the Corporation, the holders of Series “A” Preferred Shares then outstanding shall be entitled to be paid out of the assets of the Corporation available for distribution to its stockholders, whether from capital, surplus or earnings, before any payment shall be made in respect of the Corporation’s Common Shares or junior stock, an amount equal to One Dollar ($1.00) per share. If, upon liquidation, dissolution or winding up of the Corporation, the assets of the Corporation available for the distribution to its shareholders shall be insufficient to pay the holders of the Series “A” Preferred Shares an amount equal to One Dollar ($1.00) per share, the holders of the Series “A” Preferred Shares shall share ratably in any distribution of assets according to the respective amounts which would be payable in respect of the shares held by them upon such distribution if all amounts payable on or with respect to said shares were paid in full. After the holders of Series “A” Preferred Shares have received an amount equal to One Dollar ($1.00) per share, the assets then remaining shall be distributed equally per share to the holders of a subsequently issued junior class of Preferred Shares, or if none, then to the holders of Common Shares.
(2) A reorganization, consolidation or merger of the Corporation with or into any other corporation or corporations, or a sale of all or substantially all of the assets of the Corporation, shall not be deemed to be a liquidation, dissolution or winding up of the Corporation as those terms are used in this subdivision (d) and, in the event of any such reorganization, consolidation, merger or sale of assets, the Series “A” Preferred Shares shall be entitled only to the rights provided in the plan of reorganization.
Preference on Liquidation. (1) In the event of any liquidation, dissolution or winding up of the corporation, the holders of Series C Convertible Preferred Stock then outstanding shall be entitled to be paid out of the assets of this corporation available for distribution to its stockholders PARI PASSU with all other series or shares of preferred stock, whether from capital, surplus or earnings, before any payment shall be made in respect of the corporation's Common Shares or junior stock, an amount equal to Ten Dollars ($10.00) per share. If, upon liquidation, dissolution or winding up of this corporation, the assets of the corporation available for the distribution to its shareholders shall be insufficient to pay the holders of the Series C Convertible Preferred Stock an amount equal to Ten Dollars ($10.00) per share, the holders of the Series C Convertible Preferred Stock shall share ratably in any distribution of assets according to the respective amounts which would be payable in respect of the shares held by them upon such distribution if all amounts payable on or with respect to said shares were paid in full. After the holders of Series C Convertible Preferred Stock have received an amount equal to Ten Dollars ($10.00) per share the assets then remaining shall be distributed equally per share to the holders of Common Shares and junior stock.
(2) A reorganization, consolidation or merger of the corporation with or into any other corporation or corporations, or a sale of all or substantially all of the assets of the corporation, shall not be deemed to be a liquidation, dissolution or winding up of the corporation as those terms are used in this subdivision (b) and, in the event of any such reorganization, consolidation, merger of sale of assets, the Series C Preferred Shares shall be entitled only to the rights provided in the plan of reorganization of the Colorado Corporations Code.
Preference on Liquidation. Upon any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Partnership, before any payment or distribution shall be made with respect to the Common Limited Partnership Interests, the holders of Series T-1 Interests shall be entitled to receive timberlands from the Partnership with a Fair Market Value equal to the Redemption and Liquidation Price. The selection of timberlands to be distributed to the holders of the Series T-1 Interest pursuant to this Section 6(a) shall be made by the General Partner in its reasonable discretion but in any event subject to the appraisal procedure set forth in the definition of “Fair Market Value” set forth in Section 1 and without discrimination against any particular series or class of Preferred Limited Partnership Interests.
Preference on Liquidation. Subject to the liquidation preferences of any series of Preferred Stock other than the Series D Preferred Stock, including, without limitation, any liquidation preferences that provides for payments to any series of Preferred Stock or the Common Stock prior to or on a parity with any payment to holders of the Series D Preferred Stock provided for below (including any preferences that provide for additional parity or non-parity payments to the holders of the Series D Preferred Stock), in the event of any liquidation, dissolution or winding up of the Corporation, distributions to holders of Series D Preferred Stock, and holders of Common Stock shall be made in the following manner:
i. The holders of Series D Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the assets of the Corporation to the holders of the Common Stock by reason of their ownership of such stock, the amount of $10,000 plus (0.06)(N/365)($10,000), where N is the number of calendar days since the issuance of such share of Series D Preferred Stock, per share of each share of Series D Preferred Stock then held by them, adjusted for any stock split, stock combination, stock distribution or stock dividend with respect to such shares. The Series D Preferred Stock shall rank junior to the 9% Cumulative Preferred Stock, Series B Preferred Stock and Series C Preferred Stock of the Corporation, but senior to any other series of preferred stock hereinafter designated by the Corporation, as to the distribution of assets and funds upon dissolution, liquidation or winding up of the Corporation.
ii. After payment in full to (i) the holders of Series D Preferred Stock of all amounts exclusively payable on or with respect to said shares pursuant to Section 5(a) above, the holders of the Common Stock shall be entitled to receive the remaining assets of the Corporation available for distribution to the stockholders upon the dissolution, liquidation or winding up of the Corporation. If the assets and funds available for distribution among the holders of the Common Stock or of any other series of Preferred Stock ranking on a parity with the Common Stock with respect to this Section 5(b) as to the distribution of assets upon such dissolution, liquidation or winding up shall be insufficient to permit the payment to such holders of their full liquidation payments, then the entire remaining assets and funds of the Corporation legally available for such distribution s...
Preference on Liquidation. Upon any Liquidation, holders of shares of Series B Preferred Stock shall be entitled to receive payment of $1,000.00 per share of Series B Preferred Stock held by them plus an amount equal to all accrued and unpaid dividends thereon, whether or not earned or declared, to and including the last date on which dividends have accrued thereon prior to the Liquidation, before any distribution shall be made or any assets distributed to the holders of any of the Junior Securities. Except as provided in the preceding sentence, holders of Series B Preferred Stock shall not be entitled to any distribution in the event of any Liquidation of the affairs of the Company. If the assets of the Company are not sufficient to pay in full the liquidation payments payable to the holders of outstanding shares of the Series B Preferred Stock and all Parity Securities, then the holders of all such shares shall share equally and ratably in such distribution of assets in proportion to the full liquidation preference to which each is entitled, including without limitation, accumulated but unpaid dividends.
Preference on Liquidation. Preferred Shares will be entitled to a preference on liquidation equal to $ ______ per share plus accumulated and unpaid dividends. No Sinking Fund
Preference on Liquidation. On a liquidation of Air NZ each Convertible Preference Share shall confer on the holder the right to repayment of the Issue Price and to payment of any accrued but unpaid dividend up to the date of the commencement of the liquidation in priority to all amounts payable in a liquidation of Air NZ on or in respect of Ordinary Shares but shall not confer on the holder any further right to participate in the profits or assets of Air NZ.
Preference on Liquidation. In the event of the voluntary or involuntary liquidation, dissolution or winding up of the Corporation, holders of each series of Preferred Stock will be entitled to receive the amount fixed for such series plus, in the case of any series on which dividends will have been determined by the Board of Directors to be cumulative, an amount equal to all dividends accumulated and unpaid thereon to the date of final distribution whether or not earned or declared before any distribution shall be paid, or set aside for payment, to holders of Common Stock. If the assets of the Corporation are not sufficient to pay such amounts in full, holders of all shares of Preferred Stock will participate in the distribution of assets ratably in proportion to the full amounts to which they are entitled or in such order or priority, if any, as will have been fixed in the resolution or resolutions providing for the issue of the series of Preferred Stock. Neither the merger nor consolidation of the Corporation into or with any other corporation, nor a sale, transfer or lease of all or part of its assets, will be deemed a liquidation, dissolution or winding up of the corporation within the meaning of this paragraph except to the extent specifically provided for herein.
