Per Share Preference definition

Per Share Preference means the quotient of (1) the aggregate amount of the preference that any class of stock of the Corporation, excluding convertible preferred stock, would have over the Common Stock in the event of the liquidation of the Corporation, divided by (2) the total number of outstanding shares of all Common Stock.
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Per Share Preference means the quotient of (1) the aggregate amount of the preference that any class of stock of the Corporation, excluding convertible preferred stock, would have over the Common Stock in the event of the liquidation of the Corporation, divided by (2) the total number of outstanding shares of all Common Stock. For purposes of calculating the total number of shares of Common Stock outstanding, Common Stock subject to being issued pursuant to options, warrants, convertible preferred stock and convertible debt shall be deemed to be outstanding.
Sample 1
Per Share Preference means the Preferred Stock Preference divided by the number of shares of Company Preferred Stock issued and outstanding immediately prior to the Effective Time.
Sample 1

Examples of Per Share Preference in a sentence

  • Each share of Series A Preferred Stock shall be convertible, at the option of the holder thereof, at any time after the Issue Date, into such number of fully paid and nonassessable shares of Common Stock as is determined by dividing the then Per Share Preference Amount by the Conversion Price (as defined below).

  • For purposes of calculating the amount to be paid to each Stockholder holding a share of Class L Common Stock at the Effective Time, each share of Class L Common Stock will be converted into the right to receive a portion of the aggregate Net Merger Consideration in an amount equal to the Class L Per Share Preference Amount.

  • Whenever funds are insufficient to pay in full the applicable Class B Per Share Preference Amount and the Class C Per Share Preference Amount, the available funds shall be allocated ratably in accordance with the amount owing to the shares of Class B Common Stock and Class C Common Stock under (ii) above.

  • The Stakeholder Representative has prepared Schedule 3.1 attached hereto (the “Allocation Schedule”) as a detailed preliminary allocation of the Merger Consideration contemplated by Section 2 and this Section 3 based on, among other things, certain assumptions concerning Options, Warrants, Closing Payments, Closing Expenses, Per Share Preference Amounts, Employment Taxes and other withholding Taxes as of the Closing Date.

  • All issued and outstanding shares of Series A Preferred Stock shall be redeemed at a per share redemption price (the "Redemption Price") equal to the then Per Share Preference Amount on July 12, 2007 (the "Redemption Date").

  • A-8 Notwithstanding the foregoing, if the Aggregate Value is less than the Gross Preference Amount, then all shares of Parent Common Stock distributable to the holders of Company Preferred Shares shall be distributed on a pari passu basis ratably among the holders of Class A Convertible Preferred Shares, Class B Convertible Preferred Shares and Class C Convertible Preferred Shares in proportion to the Per Share Preference Amounts associated with such shares.

  • After the Class L Per Share Preference Amount has been paid in full, the Stockholders holding Outstanding Company Shares will be entitled to receive a portion of the aggregate Net Merger Consideration as described in clause (ii) below and as set forth on the Final Merger Consideration Allocation Schedule.


More Definitions of Per Share Preference

Per Share Preference means an amount of cash equal to 8.00% per annum of Twenty-Eight Million, Eight-Hundred and Eight Thousand Euros (€28,808,000) from and including June 16, 2007 through the Closing Date, as set out in the Articles of Association of the Company as they exist as of the date hereof.
Sample 1
Per Share Preference means, with respect to each share of Preferred Stock, $0.666666667.
Sample 1

Related to Per Share Preference

  • Safe Preferred Stock means the shares of the series of Preferred Stock issued to the Investor in an Equity Financing, having the identical rights, privileges, preferences and restrictions as the shares of Standard Preferred Stock, other than with respect to: (i) the per share liquidation preference and the initial conversion price for purposes of price-based anti-dilution protection, which will equal the Conversion Price; and (ii) the basis for any dividend rights, which will be based on the Conversion Price.

  • Series A Preference Shares means the Series A Preference Shares of £0.05 each in the capital of the Company.

  • Series C Liquidation Preference means a liquidation preference for each Series C Preferred Unit initially equal to $25.00 per unit (subject to adjustment for any splits, combinations or similar adjustments to the Series C Preferred Units), which liquidation preference shall be subject to increase by the per Series C Preferred Unit amount of any accumulated and unpaid Series C Distributions (whether or not such distributions shall have been declared).

  • Series B Liquidation Preference means a liquidation preference for each Series B Preferred Unit initially equal to $25.00 per unit, which liquidation preference shall be subject to increase by the per Series B Preferred Unit amount of any accumulated and unpaid Series B Distributions (whether or not such distributions shall have been declared).

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Series A Liquidation Preference means $25.00 per Series A Preferred Mirror Unit. The Series A Liquidation Preference shall be the “Liquidation Preference” with respect to the Series A Preferred Mirror Units.

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

  • Convertible Preferred Stock has the meaning set forth in the recitals.

  • Preference Stock means any and all series of preference stock, having no par value, of the Corporation.

  • 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 A Preferred means the Series A preferred stock, $.01 par value per share, of the Company.

  • Equivalent Preferred Shares shall have the meaning set forth in Section 11(b) hereof.

  • Voting Preferred Stock means, with regard to any matter as to which the holders of Series T are entitled to vote as specified in Section 8 of this Certificate of Designations, any and all series of Preferred Stock (other than Series T) that rank equally with Series T 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.

  • Initial Liquidation Preference means one thousand dollars ($1,000.00) per share of Convertible Preferred Stock.

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

  • Liquidation Preference means, with respect to any Series, the amount specified as the liquidation preference per share for that Series in the Appendix for such Series.

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

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

  • Preference Shares means the Preference Shares in the capital of the Company of $0.0001 nominal or par value designated as Preference Shares, and having the rights provided for in these Articles.

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

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

  • first preference means the figure “1” or any mark or word which clearly indicates a first (or only) preference,

  • 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.

  • Series B Convertible Preferred Stock means the Series B Convertible Preferred Stock, $0.01 par value per share, of the Corporation.

  • Mandatorily Convertible Preferred Stock means cumulative preferred stock with (a) no prepayment obligation on the part of the issuer thereof, whether at the election of the holders or otherwise, and (b) a requirement that the preferred stock convert into Common Stock of the Corporation within three years from the date of its issuance at a conversion ratio within a range established at the time of issuance of the preferred stock.

  • Redeemable Preferred Stock of any Person means any preferred stock issued by such Person which is at any time prior to the Termination Date either (i) mandatorily redeemable (by sinking fund or similar payments or otherwise) or (ii) redeemable at the option of the holder thereof.