Dividend Cap definition

Dividend Cap means, for any fiscal year, 5.0% of the 30-Day VWAP as of the first Trading Day of such fiscal year, as adjusted for customary stock splits or stock dividends during such fiscal year.
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Dividend Cap has the meaning set forth in Section 6.4(a)(vii).
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Dividend Cap shall have the meaning as provided in subparagraph (a) of Section 4. “Dividend Payment Date” shall have the meaning as provided in subparagraph (a) of Section 4. “Dividend Record Date” shall have the meaning as provided in subparagraph (a) of Section 4. “Excepted Holder” shall have the meaning as provided in the Charter. “Excepted Holder Limit” shall have the meaning as provided in the Charter. “Exchange Act” shall have the meaning as provided in the Charter. “Fundamental Change” shall mean an occurrence of either of the following: (i) the acquisition, directly or indirectly, by any individual or entity or group (as such term is used in Section 13(d)(3) of the Exchange Act) of beneficial ownership (as defined in Rule 13d-3 under the Exchange Act) representing more than 50% of the total voting power of all shares of capital stock of the Corporation entitled to vote generally in the election of the Board of Directors; or (ii) the consummation of any consolidation or merger of the Corporation (or similar transaction) with, or any sale, lease or other transfer in one transaction or a series of transactions of all or substantially all of the consolidated assets of the Corporation and its subsidiaries, taken as a whole, to, one or more Persons other than one or more of the Corporation’s subsidiaries, in each case pursuant to which the Common Shares or other Junior Securities will be converted into, or receive a distribution of the proceeds in, cash, securities or other property, other than pursuant to a transaction in which the Persons that beneficially owned (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, voting stock of the Corporation immediately prior to such transaction beneficially own, directly or indirectly, voting stock representing a majority of the total voting power of all outstanding classes of voting stock of the continuing or surviving Person immediately after the transaction; provided, however, that: (A) the events described in the above clause (ii) shall not be deemed to be a Fundamental Change if the sole purpose of such transaction(s) is for the Corporation to change its domicile and/or to change its form of organization (e.g., from a corporation to a trust); (B) a Fundamental Change otherwise meeting the conditions in the above clauses (i) or (ii) shall not be deemed to have occurred if at least 90% of the consideration received by holders of the Common Shares in the transaction(s) consists of shares of common secur...
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Examples of Dividend Cap in a sentence

  • Notwithstanding anything herein to the contrary, the total dividends and/or other distributions made by Debtor on account of any equity interests in Debtor shall not exceed the Monthly Dividend Cap in any calendar month.

  • Subject to the provisions of Section 2(f) below, if the Company chooses to seek to effect the registration contemplated by this Section 2, then the Company need not effect more than two Demand Registrations in total in order for the Company to continue to have the benefit of the Dividend Cap.

  • Dividend Cap fifty percent (50%) of the cumulative net income of the Company (determined as of the date of the most recent regularly prepared income statement of the Company preceding the date the dividend is paid to the Applicable Account), on a per Company Share basis with respect to each of the Pledged Shares for the period commencing January 1, 2017 through and including the date of that income statement.

  • Each time that the Conversion Rate is adjusted by the Issuer pursuant to this Section 14.4 for any reason other than the distribution of any quarterly cash dividends, the Quarterly Dividend Cap shall be adjusted (rounded to the nearest one-ten thousandth of a share) in the same manner as the Conversion Rate is adjusted pursuant to this Section 14.4.

  • Dividend Cap CICs limited by shares may issue dividends to investors, but this distribution is capped (DTI 2004).

  • For the avoidance of doubt, the Company need not seek to effect the registration contemplated by this Section 2(a) but in such case will not have the continued benefit of the Dividend Cap.

  • Second, our study did not reveal how incumbentfirms should manage the implications of the digital transformation.

  • The draft law has been prepared as a direct result of a letter sent by the EC to the Luxembourg authorities on 9 February 2010, in which the EC argued that the Low Tax Dividend Cap infringes the freedoms as laid down in the TFEU and the Agreement on the EEA.

  • Upon Debtor’s receipt of the Initial Advance, Debtor shall be permitted to declare and make a one-time dividend in an amount of up to FIVE MILLION AND NO/100 DOLLARS ($5,000,000.00), which shall not count against the Monthly Dividend Cap for the quarter ending DECEMBER 31, 2018.

  • Notwithstanding anything herein to the contrary, the total dividends and/or other distributions made by Debtor on account of any equity interests in Debtor shall not exceed the [***] Dividend Cap in any calendar [***].


More Definitions of Dividend Cap

Dividend Cap means with respect to any RIC, all of the following that establish or govern the amount of Dividends, redemptions, purchases, payments, distributions or other transfers of property that can be made by such RIC to or for the benefit of any holder of or in respect of any Equity Interest of such RIC: (a) the state insurance code and other statutes and regulations applicable to such RIC, (b) each order or decree of any Insurance Regulator applicable to such RIC or holders of its Equity Interests and (c) each agreement between any Insurance Regulator and such RIC or holders of its Equity Interests.
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Related to Dividend Cap

  • Dividend Amount means, with respect to any date on which the Company pays a dividend on its outstanding Common Stock, the amount of such dividend that is paid per share of Common Stock multiplied by (x) the Purchase Amount divided by (y) the Liquidity Price (treating the dividend date as a Liquidity Event solely for purposes of calculating such Liquidity Price).

  • Dividend Shares means any shares of Common Stock issuable in lieu of cash dividends paid or to be paid on the Series A Preferred.

  • Dividend Parity Stock means any class or series of stock of the Corporation that ranks on a parity with the Series E in the payment of current dividends, including the Series A, the Series B, the Series C and the Series D.

  • Ex-Dividend Time means, with respect to any distribution on shares of Common Stock, the first date on which the shares of Common Stock trade regular way on the principal securities market on which the shares of Common Stock are then traded without the right to receive such distribution.

  • Dividend Rate has the meaning set forth in the Statement.

  • Dividend Equivalent Unit means the right to receive a payment, in cash or Shares, equal to the cash dividends or other cash distributions paid with respect to a Share.

  • Preferred Stock Dividends means all dividends with respect to Preferred Stock of the Company or any Restricted Subsidiary held by Persons other than the Company or a Wholly Owned Restricted Subsidiary. The amount of any dividend of this kind shall be equal to the quotient of the dividend divided by the difference between one and the maximum statutory consolidated federal, state and local income rate (expressed as a decimal number between 1 and 0) then applicable to the issuer of the Preferred Stock.

  • Stock Dividend has the meaning set forth in Section 5(a)(i)(A).

  • Ex-Dividend Date means the first date on which shares of the Common Stock trade on the applicable exchange or in the applicable market, regular way, without the right to receive the issuance, dividend or distribution in question, from the Company or, if applicable, from the seller of Common Stock on such exchange or market (in the form of due bills or otherwise) as determined by such exchange or market.

  • Annual Fixed Dividend Rate means, for any Subsequent Fixed Rate Period, the annual rate (expressed as a percentage rate rounded down to the nearest one hundred-thousandth of one percent (with 0.000005% being rounded up)) equal to the sum of the Government of Canada Yield on the applicable Fixed Rate Calculation Date plus 2.16%.

  • Initial Dividend Threshold shall have the meaning specified in Section 14.04(d).

  • Dividend Equivalent means a right to receive the equivalent value (in cash or Shares) of dividends paid on Shares, awarded under Section 9.2.

  • Dividend Record Date has the meaning set forth in Section 3(a).

  • Dividend Date means a date specified in the Issue Resolution on which a dividend in respect of that preference share is payable.

  • Dividend Payout Ratio means, at any date of determination, the ratio, expressed as a percentage, of (a) the sum of, without duplication, of all dividends paid by the Parent Guarantor on account of any common stock or preferred stock of the Parent Guarantor, except dividends payable solely in additional Equity Interests of the same class, to (b) Funds From Operations, in each case for the four consecutive fiscal quarters of the Parent Guarantor most recently ended.

  • Initial Dividend Rate means, with respect to a series of APS, the rate per annum applicable to the Initial Dividend Period for such series of APS.

  • Common Stock Dividend means a stock dividend declared and paid on the Common Stock that is payable in shares of Common Stock.

  • Dividend Equivalents means a right granted to a Participant under the Plan to receive the equivalent value (in cash or Shares) of dividends paid on Shares.

  • Dividend Payment means dividends (in cash, Property or obligations) on, or other payments or distributions on account of, or the setting apart of money for a sinking or other analogous fund for, or the purchase, redemption, retirement or other acquisition of, any shares of any class of stock of the Company or of any warrants, options or other rights to acquire the same (or to make any payments to any Person, such as "phantom stock" payments, where the amount thereof is calculated with reference to the fair market or equity value of the Company or any of its Subsidiaries), but excluding dividends payable solely in shares of common stock of the Company.

  • Rights Dividend Declaration Date shall have the meaning set forth in the recitals to this Agreement.

  • Dividend Equivalent Rights means certain rights to receive cash payments as described in Section 3.5.

  • Senior Preferred Stock means the Series A Preferred Stock and the Series B Preferred Stock.

  • Stock Split means any kind of stock split in relation to the Shares, including a free share distribution to the holders of Shares, a stock dividend or a sub-division of Shares;

  • Accumulated Dividends means, with respect to any share of Preferred Stock, as of any date, the aggregate accumulated and unpaid dividends on such share from the Issue Date until the most recent Dividend Payment Date on or prior to such date. There shall be no Accumulated Dividends with respect to any share of Preferred Stock prior to the first Dividend Payment Date.

  • Preferred Dividends means, for any period and without duplication, all Restricted Payments paid during such period on Preferred Equity Interests issued by the Parent or a Subsidiary. Preferred Dividends shall not include dividends or distributions (a) paid or payable solely in Equity Interests (other than Mandatorily Redeemable Stock) payable to holders of such class of Equity Interests, (b) paid or payable to the Parent or a Subsidiary, or (c) constituting or resulting in the redemption of Preferred Equity Interests, other than scheduled redemptions not constituting balloon, bullet or similar redemptions in full.

  • Dividends shall have the meaning provided in Section 10.6.