Nonvoting Preferred Stock definition

Nonvoting Preferred Stock has the meaning set forth in the Recitals.
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Nonvoting Preferred Stock means preferred stock of TriPath designated by the Board of Directors of TriPath out of authorized "blank check" preferred stock which shall (i) convert into shares of Common Stock at a rate of 1,000 shares of Common Stock for each share of Nonvoting Preferred Stock (ii) be nonvoting until converted into shares of Common Stock, (iii) convert automatically upon a transfer of such shares to an unaffiliated third party (and not be convertible prior to such time), (iv) rank pari passu with the Common Stock with respect to dividends and liquidation preference (which shall be defined to include any merger or similar transaction or tender offer by TriPath or with its approval), (v) provide for a class vote in the event of any amendment to TriPath's charter or bylaws that affects the Nonvoting Preferred Stock adversely in a manner different than the Common Stock and (v) contain such other terms as may be mutually agreed between the parties. In the event that TriPath issues Warrants to purchase Nonvoting Preferred Stock to the Purchaser pursuant to this Section 4(b), then share amounts and exercise prices per share set forth herein with respect to the Warrants shall be appropriately adjusted, as applicable, to reflect the conversion ratio of the Nonvoting Preferred Stock;
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Nonvoting Preferred Stock means the Nonvoting Convertible Preferred Stock, par value $0.01 per share, of the Corporation.
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Examples of Nonvoting Preferred Stock in a sentence

  • Each share of Nonvoting Preferred Stock issued and outstanding at the Effective Time shall remain outstanding following the Effective Time.

  • A series of Preferred Stock designated “$2.60 Cumulative Nonvoting Preferred Stock, Series E” (herein called “Series E Preferred Stock”) is hereby established, consisting of 338,100 shares subject to increase or decrease in the number of shares in accordance with law.

  • Parent agrees that from the date hereof until the Closing, it shall not sell, pledge, dispose of, grant, transfer or encumber any of the shares of Nonvoting Preferred Stock, and shall not enter into any agreement to do any of the foregoing.

  • All of the issued and outstanding shares of Series A Nonvoting Preferred Stock and Common Stock of the Company have been duly authorized and validly issued and are fully paid and nonassessable and were issued in compliance with all applicable state and federal laws concerning the issuance of securities.

  • When issued pursuant to the Subscription Agreement, the shares of Nonvoting Preferred Stock issued to Parent will be validly issued, fully paid and nonassessable.

  • There is hereby created out of the authorized and unissued shares of preferred stock of the Corporation a series of preferred stock designated as the “Mandatorily Convertible Noncumulative Nonvoting Preferred Stock, Series B”, $0.10 par value per share (the “Series B Preferred Stock”).

  • However, if the beam to the detector is scanned yet again, it can be spread over a new image space and detected by conventional imaging devices.

  • Such press release may include the total number of shares of Common Stock and Nonvoting Preferred Stock sold and the amount of capital raised pursuant to the Private Placement, including shares acquired by the Purchaser and the Other Purchasers.

  • Thirty Million (30,000,000) shares of the authorized and unissued Preferred Stock of the Corporation are hereby designated as the Series B Non-voting Preferred Stock (the “Series B Preferred Stock”).

  • For the avoidance of doubt, shares of Series B-6 Nonvoting Preferred Stock shall not be convertible into shares of Voting Common Stock.


More Definitions of Nonvoting Preferred Stock

Nonvoting Preferred Stock means Holdings' 7% Senior Pay-in-Kind, Nonvoting Convertible Preferred Stock, with par value per share of $.001.
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Related to Nonvoting Preferred Stock

  • Voting Preferred Stock means, with regard to any election or removal of a Preferred Stock Director (as defined in Section 8(b) below) or any other matter as to which the holders of Series E are entitled to vote as specified in Section 8 of this Certificate of Designations, any and all series of Preferred Stock (other than Series E) that rank equally with Series E either as to the payment of dividends or as to the distribution of assets upon liquidation, dissolution or winding up of the Corporation and upon which like voting rights have been conferred and are exercisable with respect to such matter.

  • New Preferred Stock means the Convertible Series A Preferred Stock and the Series B Preferred Stock.

  • Series B Preferred Stock means shares of the Company’s Series B Preferred Stock, par value $0.0001 per share.

  • Series C Preferred Stock means shares of the Company’s Series C Preferred Stock, par value $0.001 per share.

  • Existing Preferred Stock means, collectively, the outstanding shares of the Series E 6% Convertible Preferred Stock of the Corporation.

  • Series A Preferred Stock means shares of the Company’s Series A Preferred Stock, par value $0.0001 per share.

  • Series E Preferred Stock means shares of the Company’s Series E Preferred Stock, par value $0.0001 per share.

  • Series G Preferred Stock means the Corporation's Series G Convertible Preferred Stock, par value $0.004 per share.

  • Series D Preferred Stock means shares of the Company’s Series D Preferred Stock, par value $0.001 per share.

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Series F Preferred Stock means shares of the Company’s Series F Preferred Stock, par value $0.0001 per share.

  • Series H Preferred Stock means the Corporation's Series H Convertible Preferred Stock, par value $0.004 per share.

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.0001 per share.

  • Class A Preferred Stock means the Class A preferred stock, nominal value $0.0001 per share, of the Company.

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

  • Preferred Stock as applied to the Capital Stock of any corporation, means Capital Stock of any class or classes (however designated) which is preferred as to the payment of dividends, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such corporation, over shares of Capital Stock of any other class of such corporation.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Junior Preferred Stock means ML & Co.'s Series A Junior Preferred Stock, par value $1.00 per share.

  • Series A-1 Preferred Stock means shares of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share.

  • Series A-2 Preferred Stock means shares of the Company’s Series A-2 Preferred Stock, par value $0.0001 per share.

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Class B Preferred Stock means the Class B preferred stock, nominal value $1,000, of the Company.

  • Company Series A Preferred Stock means the Series A Preferred Stock, par value $0.0001 per share, of the Company.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Company Series C Preferred Stock means the Series C Preferred Stock, par value $0.001 per share, of the Company.