Preferred Equity Units definition

Preferred Equity Units means a series of preferred equity interests to be authorized by Rhino after the Closing Date with terms satisfactory to the Payee in its sole discretion.
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Preferred Equity Units means a security (or combination of securities) that (i) gives the holder a beneficial interest in (A) the most junior subordinated debt of the Corporation (or debt that is pari passu with the most junior subordinated debt of the Corporation), interest on which may be deferred for five years or more and, commencing with the date two years after the beginning of an interest deferral period, will be paid pursuant to an Alternative Payment Mechanism, and (B) a fractional interest in a contract to purchase Common Stock or Qualifying Non-Cumulative Preferred Stock, (ii) includes a remarketing feature pursuant to which subordinated debt of the Corporation is remarketed to new investors within five years from the date of issuance of the security or earlier in the event of an early settlement event based on (A) the capital or other applicable ratios of the Corporation or (B) the dissolution of the issuer of such Preferred Equity Units, (iii) provides for the proceeds raised in the remarketing to be used to purchase Common Stock or Qualifying Non-Cumulative Preferred Stock of the Corporation, (iv) includes an Explicit Replacement Covenant, provided that such Explicit Replacement Covenant will not include Preferred Equity Units in the definition of “replacement capital securities,” and (v) after the issuance of such Common Stock or Qualifying Non-Cumulative Preferred Stock, provides the holder of the security with a beneficial interest in such Common Stock or Qualifying Non-Cumulative Preferred Stock.
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Examples of Preferred Equity Units in a sentence

  • The New GGPLP LLC Preferred Equity Units will have no voting rights except with respect to the issuance of equity interests of Reorganized GGPLP LLC ranking senior to the New GGPLP LLC Preferred Equity Units with respect to payment of dividends or distribution of assets or the amendment, alteration or repeal of the Reorganized GGPLP LLC Operating Agreement so as to materially and adversely affect any special right, preference, privilege or voting power of the New GGPLP LLC Preferred Equity Units.

  • The New GGP LP Preferred Equity Units have no voting rights except with respect to the issuance of equity interests of Reorganized GGP LP ranking senior to the New GGP LP Preferred Equity Units with respect to payment of dividends or the distribution of assets or the amendment, alteration or repeal of the Reorganized GGP LP Limited Partnership Agreement so as to materially and adversely affect any special right, preference, privilege or voting power of the New GGP LP Preferred Equity Units.

  • To the maximum extent provided by section 1145 of the Bankruptcy Code and applicable non-bankruptcy law, the issuance pursuant to the Plan of New GGP Common Stock and Spinco Common Stock to holders of GGP Common Stock, GGP LP Common Units, GGP LP Preferred Equity Units, and the Investors, as applicable, will be exempt from registration under the Securities Act of 1933, as amended, and all rules and regulations promulgated thereunder, and under applicable state securities laws.

  • Affiliate Partner Note Claim, GGP TRS Retained Debt Claim, as well as the GGPLP LLC Preferred Equity Units and GGP LP Preferred Equity Units are assumed to be reinstated.

  • Background of the Charter Amendment Proposals; Reasons for Seeking Stockholder Approval Issuance of AMC Preferred Equity Units On August 4, 2022, the Company announced that its Board declared a special dividend of one APE for each share of Common Stock outstanding at the close of business on August 15, 2022, and on August 19, 2022, the Company issued on a pro rata basis 516,820,595 APEs to holders of Common Stocks (the “Special Dividend”).

  • Affiliate Partner Note, the TRUPS Junior Subordinated Notes, the GGPLP LLC Preferred Equity Units, the GGP LP Preferred Equity Units, and the REIT Preferred Stock Interests is provided in Exhibit 3 “Illustrative Calculations for Debt Amounts”.

  • Holders of GGP Common Stock, GGP LP Common Units and GGP LP Preferred Equity Units will receive Spinco Common Stock in connection with the Spinco Share Distribution.

  • Effective as of the Effective Date, the existing Interests of Luminent shall be cancelled and Luminent shall issue both the Reorganized Equity Units and the Reorganized Preferred Equity Units and Luminent shall take such steps as are necessary to memorialize the conversion from a public to a private company.

  • In tabulating votes corresponding to AMC Preferred Equity Units (“APEs”), AMC shall separately tabulate those abstentions and votes affirmatively cast pursuant to instructions received from holders of APEs and those abstentions and votes cast on a mirrored basis pursuant to the Deposit Agreement entered into by AMC and Computershare Inc.

  • The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 7 hereof, and will survive delivery of and payment for the AMC Preferred Equity Units.

Related to Preferred Equity Units

  • Preferred Equity as applied to the Equity Interests of any Person, means Equity Interests of such Person of any class or classes (however designated) that ranks prior, as to the payment of dividends or as to the distribution of assets upon any voluntary or involuntary liquidation, dissolution or winding up of such Person, to any shares (or other interests) of other Equity Interests of such Person, and shall include, without limitation, cumulative preferred, non-cumulative preferred, participating preferred and convertible preferred Equity Interests.

  • Preferred Equity Interests means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Preferred Equity Interest means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Preferred Units means a Partnership Interest, including the Series A Preferred Units, designated as a “Preferred Unit,” which entitles the holder thereof to a preference with respect to distributions, or as to the distribution of assets upon any Liquidation Event, over Common Units.

  • Preferred Interests means, with respect to any Person, Equity Interests issued by such Person that are entitled to a preference or priority over any other Equity Interests issued by such Person upon any distribution of such Person’s property and assets, whether by dividend or upon liquidation.

  • Class A LP Units means the Class A limited partnership units of the Partnership.

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Class B Units means the Class B Units of the Company.

  • Class B LP Units means, collectively, the Class B limited partnership units of the Partnership, and “Class B LP Unit” means any one of them.

  • Series B Preferred Units shall have the meaning provided in Section 1.

  • Subordinated Units has the meaning assigned to such term in the Partnership Agreement.

  • Class A Common Units means a Common Unit which is designated as a “Class A Common Unit” and which has the rights, preferences and other privileges designated in Annex A hereto and elsewhere in this Agreement in respect of holders of Common Units.

  • Series A Preferred Units has the meaning assigned to such term in Section 5.11(a).

  • Common Units is defined in the Partnership Agreement.

  • Class A Units means the Units of partnership interest in the Partnership designated as the “Class A Units” herein and having the rights pertaining thereto as are set forth in this Agreement.

  • Class B Warrants means, collectively, the Common Stock purchase warrants in the form of Exhibit C attached hereto delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which warrants shall be exercisable immediately and have a term of exercise equal to one year.

  • Company Units has the meaning set forth in the Recitals.

  • Junior Units means Common Units and any other equity securities that the Partnership may issue in the future ranking, as to the payment of distributions, junior to the Series A Preferred Units.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Class B Common Units has the meaning set forth in Section 1(a) hereof.

  • Series C Preferred Units shall have the meaning provided in Section 1.

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

  • Parity Units means any Partnership Securities, including Preferred Units, that the Partnership may authorize or issue, the terms of which provide that such securities shall rank equally with the Series A Preferred Units with respect to payment of distributions and distribution of assets upon a Dissolution Event.

  • Class B Interests As set forth in the Trust Agreement.

  • Class C Shares means shares of the Class C Common Stock.

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