Preferred Stock Adjustment definition

Preferred Stock Adjustment means, beginning with the fiscal period ending June 30, 2008:
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Preferred Stock Adjustment shall initially be $0.00 and shall be further determined as follows:
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Preferred Stock Adjustment has the meaning set forth in Section 2.1(c)(ii).
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Examples of Preferred Stock Adjustment in a sentence

  • NUMBER AND KIND OF SHARES AND NUMBER OF RIGHTS 16 (a) Adjustment of Purchase Price Upon Declaration of Stock Dividend or Subdivision, Combination or Reclassification of Preferred Stock; Adjustment of Number and Kind of Shares Upon Person Becoming an Acquiring Person; Substitution for Adjustment Shares.

  • If more than an aggregate of 50,000,000 shares of Series A Preferred Stock are sold by the Corporation at the Initial Closing and all Second Closings combined pursuant to the Series A Purchase Agreement, then the Conversion Price then in effect shall be increased to the lesser of (A) $1.8669 and (B) $1.50 divided by a fraction, the numerator of which is the Common Stock Adjustment Number and the denominator of which is the Series A Preferred Stock Adjustment Number.

  • The aggregate amount of Exchange Shares to be issued to the Stockholders upon Closing, and to be reserved for shares of the Company to be issued pursuant to its capital structure obligations as of the date hereof , shall be $10,000,000 minus the Preferred Stock Adjustment, divided by the Parent Per Share Value.

  • The accounts payable retained by Company immediately following the Closing shall be $101.7 million plus or minus the New Parent Preferred Stock Adjustment as hereinafter defined.

  • The Preferred Stock Adjustment shall be the amount of (a) the liquidation preference of the Series B Preferred Stock of the Company issued and outstanding as of January 15, 2008 (the “Valuation Date”) less (b) the actual exercise price of options of the Company exercised from the Valuation Date through the date of this Agreement and less (c) the exercise price of any options which expire within the one year anniversary of the date of this Agreement.

  • In furtherance of the foregoing, each Preferred Holder shall also vote (or cause to be voted) such Preferred Holder’s Preferred Stock at any meeting of stockholders of the Company or at any adjournment thereof or in any other circumstances upon which a Preferred Holder’s vote, consent or other approval is sought with respect to the Preferred Stock Adjustment.

  • Thus, each of the Investors hereby agrees that in connection with any conversion of the Preferred C Shares, the Company shall only be obligated to issue and deliver that number of shares of Common Stock which would be deliverable upon such conversion without giving any effect to any D Preferred Stock Adjustment.

  • Upon Declaration of Stock Dividend or ------------------------------------------------------------------ Subdivision, Combination or Reclassification of Preferred Stock; Adjustment --------------------------------------------------------------------------- of Number and Kind of Shares Upon Person Becoming an Acquiring Person; ---------------------------------------------------------------------- Substitution for Adjustment Shares.

  • The stated value will be further reduced by the stated value of all shares of New Preferred Stock that reduce the L/C Cap pursuant to clause (iii) of the definition of Preferred Stock Adjustment Amount.


More Definitions of Preferred Stock Adjustment

Preferred Stock Adjustment. Section 2.02(a)(iv) "Proposed Final Purchase Price Statement" -- Section 2.02(d) "PUCT" -- Section 3.08(b) "PUHCA" -- Section 3.20 "Purchase Price" -- Section 2.02(a) "Purchased Shares" -- Section 1.01 "Purchaser" -- Preamble "Purchaser By-Laws" -- Section 4.02(b) "Purchaser Charter" -- Section 4.02(b) "Purchaser Common Stock" -- Section 2.02(b) "Purchaser Disclosure Schedule" -- Article IV (Preamble) "Purchaser Financial Statements" -- Section 4.06(b) "Purchaser Preferred" -- Section 4.02(a) "Purchaser SEC Reports" -- Section 4.06(a) "Release" -- Section 3.19(f)(iv) "Representatives" -- Section 10.10(j) "Required Approvals" -- Section 7.01(d) "Risk Management Instruments" -- Section 3.24(a) "Risk Management Policies" -- Section 3.24(b) "SEC" -- Section 3.09(a) "Section 5.11" -- Section 3.24(b) "Securities Act" -- Section 3.09(a) "Selling Shareholder" -- Preamble "Selling Shareholder Disclosure Schedule" -- Article III (Preamble) "Series C Preferred Stock" -- Section 3.02(a) "Series D Preferred Stock" -- Section 3.02(a) "Specified Date" -- Section 3.16(c) "Specified Employment Agreements" -- Section 2.02(a)(vi) "Statement of Resolution" -- Section 2.02(a)(iv) "Stranded Cost Appeal Recovery" -- Section 2.02(a)(iii) "Stranded Cost Appeal Recovery Adjustment" -- Section 2.02(a)(iii) "Stranded Cost Proceeding" -- Section 6.10(b) "Subsidiary" -- Section 10.10(k) "Tax" and "Taxes" -- Section 3.16(a) "TNMP" -- Section 3.09(a) "Transaction" -- Section 1.02 "Transfer Taxes" -- Section 6.05 "Transferred Employee" -- Section 6.03(a) "Twenty-Day Trading Period" -- Section 9.01(g) "Working Capital" -- Section 2.02(a)(i) This STOCK PURCHASE AGREEMENT, dated as of July 24, 2004 (this "Agreement"), is made and entered into by and between PNM Resources, Inc., a New Mexico corporation (the "Purchaser"), and SW Acquisition, L.P., a Texas limited partnership (the "Selling Shareholder") and the holder of all of the shares of common stock, no par value per share of TNP Enterprises, Inc., a Texas corporation (the "Company").
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Related to Preferred Stock Adjustment

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

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

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

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

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

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

  • Series A Preferred Stock means shares of the Company’s Series A 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.

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

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

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

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

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

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

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

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

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • Series A Stock means the Company’s Series A Preferred Stock, par value $0.01 per share.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series D Preferred means the Series D Convertible Preferred Stock of the Company, par value $.01 per share.

  • Series B-2 Preferred Shares means the Company’s series B-2 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.

  • Preferred Share means a share of stock of the General Partner of any class or series now or hereafter authorized or reclassified that has dividend rights, or rights upon liquidation, winding up and dissolution, that are superior or prior to the REIT Shares.

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