Series B Shares. A total of 30,308,284 authorized series B preferred shares of par value US$0.00025 per share (the “Series B Shares), of which 30,308,284 shares are in issue and outstanding.
Series B Shares. Issuer: Banro Corporation (“Banro”). Issue Size: 1,200,000 preferred shares, series B (the “Series B Shares”). One Series B Share will be issued with each Barbados Preferred Share.
Series B Shares. Series B Shares" --------------- shall mean the 71,376,124 Class II shares of Series B Common Stock, no par value, of G-Modelo authorized for issuance upon conversion of shares of G-Modelo capital stock as provided in the Amended G-Modelo By-laws.
Series B Shares. The REIT Merger shall have no effect on the Company’s outstanding Series B Shares and, at and after the REIT Effective Time, the Series B Shares shall be the outstanding Series B Shares of the Surviving Entity.
Series B Shares. The Series B Shares shall have the powers, rights, preferences and privileges set forth in the Restated Certificate.
Series B Shares. The Series B Shares shall be issued as “preferred” Series B Shares. The Series B Shares will grant to CBAI and DRK-BSD preferential rights above all other shareholders of the Company. The Series B Shares accorded to CBAI and DRK-BSD shall include the rights as determined in that certain Shareholder Agreement among the Existing Shareholders, CBAI and the Company which shall be signed and notarized on the same date as this Agreement as set forth in Section 5.2 and Annex 5.2 (hereafter “Shareholder Agreement”). Said rights included, in particular, the right to preferred payment up to the full amount of the following Investment Amounts:
a) for CBAI, said amount shall be 501,000.00 EUR and
b) for DRK-BSD, said amount shall be 56,420.00 EUR In the event that it is determined to sell the Company to a third party buyer or if there is an event of insolvency or liquidation of the Company as further described in the Shareholder Agreement, the rights to receive payment for CBAI’s and DRK-BSD’s Investment Amounts shall take precedence over any payment or repayment to any shareholders of Series A Shares or common shares of the Company. If there are insufficient funds to repay the entire amount to which CBAI and DRK-BSD are entitled or any amount to which possible future owners of Series B Shares may be entitled, payments to CBAI, DRK-BSD and such other holders of Series B Shares will be made on a pro rata basis.
Series B Shares. Subject to Section 4.6, each Series B Share issued and outstanding immediately prior to the Effective Time shall, by virtue of the Merger and without any action on the part of the holder of such Series B Shares, be converted into one share of Series B convertible preferred stock, par value $0.0001 per share, of the Surviving Corporation (the “Series B Treatment”).
Series B Shares. Innocrin Series B Shares are entitled to a Series B Preferred Return (as defined below), payable (i) when, as and if declared by the Innocrin Board, (ii) upon a liquidation event or (iii) upon redemption or repurchase of such shares. “Series B Preferred Return” means a cumulative amount accruing (or deemed to accrue) daily in cash on the amount of the Series B Contribution Account (as defined below) of each Innocrin Series B Share from and after the date of the Spin-Off, at the rate of eight percent (8.0%) per annum, computed on the basis of a three hundred sixty-five (365) day year. “Series B Contribution Account” means an account maintained with respect to each Innocrin Series B Share equal to the difference between (a) $0.60 less (b) the cumulative distributions made in respect of such Innocrin Series B Share. The accrued unpaid Series B Preferred Return will include a portion of the return that accrued on the Viamet Series B Shares prior to the Spin-Off, which will be allocated to reflect the separation of the businesses. Notwithstanding the above, any accrued amount of the Series B Preferred Return will be relinquished in the event of any optional or mandatory conversion.
Series B Shares. Subject to the terms and conditions of this Agreement and in reliance on the representations and warranties set forth or referred to herein, at the Closing HCT shall sell and issue to Sun and Sun shall purchase from HCT, One Million One Hundred Eighty-Three Thousand Eight Hundred Forty-Seven (1,183,847) Series B Shares (representing 100% of the Series B Shares) for a purchase price of Two Million Two and 90/100 Dollars ($2,000,002.90);
Series B Shares. The Keeling report referred to in Section 2.9 shall be acceptable to Middle Bay.
