New Convertible Preferred Stock definition

New Convertible Preferred Stock means shares of convertible preferred stock, par value

New Convertible Preferred Stock has the meaning set forth in Section 2.6(c).

New Convertible Preferred Stock has the meaning set forth in the recitals hereto.

Examples of New Convertible Preferred Stock in a sentence

• Any such waiver shall be binding on all holders, including any subsequent holders, of the New Convertible Preferred Stock.

• All shares of New Common Stock are subject to dilution based on future issuances of additional shares of New Common Stock, including in connection with the conversion of the New Convertible Preferred Stock, the exercise of the New Warrants, and the issuance of restricted shares of New Common Stock and options under the New Management Incentive Plan for key employees.

• Conversion Convertible at the option of the holder at any time into a number of shares of New Common Stock equal to (a) the Liquidation Preference of the shares of New Convertible Preferred Stock being converted divided by (b) the conversion price of the New Convertible Preferred Stock as calculated in accordance with the above example under "Overview" at the time of the closing of the Recapitalization.

• Mandatory Conversion Upon a Mandatory Conversion Event (defined below), then, at the option of the Company, the New Convertible Preferred Stock shall be converted in whole or in part on a pro rata basis at the then-effective Conversion Price into shares of New Common Stock.

• Thereafter, the holders of the New Convertible Preferred Stock shall be entitled to select a member of the Board of Directors to the extent provided under "Special Voting Rights" on Exhibit A.

• Rights The Company shall agree to list the New Common Stock and New Convertible Preferred Stock on a national securities exchange or the Nasdaq Stock Market and shall make periodic filings under the Exchange Act.

• On the Effective Date, the Disbursing Agent shall distribute the New Senior Notes, the New Convertible Preferred Stock, the New Common Stock, and any Cash allocable to Classes G2 and M2 to the individual holders of the Genesis Senior Lender Claims and Multicare Senior Lender Claims in such denominations and registered in the names of the holders as Mellon Bank, N.A. shall have directed in writing.

• All distributions of Cash, New Senior Notes, New Convertible Preferred Stock, New Common Stock, and New Warrants to the creditors of each of the Multicare Debtors under the Plan of Merger shall be made by, or on behalf of, Multicare Acquisition Corporation.

• In connection with the Rights Offering, the Backstop Parties shall be entitled to a fee of 6% of the aggregate Offered Shares, being 705,394 shares of New Common Stock (the “Equity Backstop Consideration”), representing 4.7% of the New Common Stock issued on the Effective Date, subject to dilution by shares issued in connection with the Management Equity Plan, conversion of the New Convertible Preferred Stock and exercise of the New Warrants.

• No fractional shares of New Convertible Preferred Stock, New Common Stock, or fractional New Warrants or cash in lieu thereof will be distributed.

More Definitions of New Convertible Preferred Stock

New Convertible Preferred Stock means 2,359,560 shares of convertible preferred equity issued by Reorganized Loehmann’s Holdings, Inc. and convertible into 47.2% of New Common Stock (excluding any shares to be issued under the Management Incentive Plan), which shall be issued to the New Money Investors and/or the Backstop Parties, as applicable, pursuant to the Rights Offering for an aggregate purchase price equal to $25 million. The New Convertible Preferred Stock shall: (i) pay cumulative Cash dividends at the rate of 2% per annum; and (ii) be subject to the New Shareholders’ Agreement.

New Convertible Preferred Stock means preferred shares to be issued on the Effective Date by Reorganized Tronox Incorporated to or for the benefit of the Environmental Response Trusts in accordance with the terms set forth in the certificate of incorporation of Reorganized Tronox Incorporated to be included in the Plan Supplement, which terms shall include: (a) a five-year mandatory redemption; (b) a liquidation preference of not less than $50 million (subject to increase to the extent total funded debt under the Exit Credit Facility on the Effective Date is less than $510 million); (c) dividends to accrue at a rate of 5% per annum (paid in Cash or in kind at the election of Reorganized Tronox); and (d) if not paid in full in Cash by the mandatory redemption date, the New Convertible Preferred Stock will automatically convert into the number of shares equivalent to 7.2% of the equity in Reorganized Tronox issued on the Effective Date (subject to dilution by shares issued in connection with the exercise of the New Tranche A, B and C Warrants and the Management Equity Plan).

New Convertible Preferred Stock means preferred shares to be issued on the Effective Date by Reorganized Tronox Incorporated to the Backstop Parties, in exchange for $15 million in Cash, in accordance with the terms of the Preferred Stock Certificate of Designation, which terms shall include: (a) a six-year mandatory redemption; (b) an aggregate initial liquidation preference of $15 million; (c) dividends to accrue at a rate of 8% per annum, paid quarterly in Cash by Reorganized Tronox (with default interest accruing at 10% per annum); and

New Convertible Preferred Stock means shares of convertible preferred stock, par value $0.0001 per share, of the Reorganized Company having the rights and preferences set forth in New Preferred Stock Term Sheet attached as Exhibit H to the RSA.

New Convertible Preferred Stock shall have the meaning assigned to it in the preamble to this Agreement.

New Convertible Preferred Stock means preferred shares to be issued on the Effective Date