Qualified Preferred Shares definition

Qualified Preferred Shares means the Preferred Shares.
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Qualified Preferred Shares means shares of any series of the Borrower’s preferred stock (other than Disqualified Stock), the proceeds of which are used to redeem or repurchase all or any number of the then outstanding Series A Preferred Shares or Series B Preferred Shares (or any previously issued shares of Qualified Preferred Shares); provided such preferred stock (a) is not materially more restricted on Gastar and its Subsidiaries than the Series A Preferred Stock and the Series B Preferred Stock, as in effect on the date hereof, (b) does not have a weighted average yield in excess of the weighted average yield (with the comparative determinations to be made by the Majority Lenders in a manner consistent with generally accepted finance practices) of the Indebtedness being refinanced or repaid with the proceeds of the Qualified Preferred Shares and (c) for which cash distributions do not exceed $15,000,000 per annum.
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Qualified Preferred Shares means a series of Preferred Shares with substantially the same rights, preferences and privileges as the series of Preferred Shares issued in the Next Equity Financing, except that the per-share liquidation preference of the Shadow Preferred Shares will equal the Conversion Price, with corresponding adjustments to any price-based anti-dilution and/or dividend rights provisions.
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Examples of Qualified Preferred Shares in a sentence

  • Notwithstanding anything to the contrary contained herein any shares of Series A or B Preferred Stock transferred by any Investor which is a partnership or corporation to any partner, retired partner or stockholder thereof, who agrees to be bound as set forth in subsection (ii) above shall be Qualified Preferred Shares.

  • Subject to the special voting rights of holders of Qualified Preferred Shares set forth in Article 64 hereof and unless otherwise specified with respect to any particular provision herein, any provision of these Articles may be amended, and any requirement therein may be waived, by a Special Resolution of the shareholders of the Company.

  • Each committee shall, in the exercise of the powers so delegated, conform to any Articles and conditions prescribed by the Board of Directors upon the delegation or at any other time and shall be subject to the special voting rights of holders of Qualified Preferred Shares set forth in Article 64 hereof.

  • Holders of Qualified Preferred Shares shall have the voting rights set forth in Article 64 hereof.

  • Subject to the special voting rights of the Qualified Preferred Shares set forth in Section 5.2 hereof, such Committees shall have the powers and duties set forth in the resolutions of the Board of Directors of the Company authorizing the establishment of such Committees.

  • Notwithstanding anything to the contrary contained herein any shares of Series E or E-2 Preferred Stock transferred by any Investor which is a partnership or corporation to any partner, retired partner or stockholder thereof, who agrees to be bound as set forth in subsection (ii) above shall be Qualified Preferred Shares.

  • For purposes of this Section 5.10, each Shareholder shall be permitted to rely on a certificate of the Company stating that the holders of a majority of the outstanding Qualified Preferred Shares (voting together as one class, on an as converted basis) have approved any such amendment or variance.

  • Unless otherwise determined by a Special Resolution and subject further to the voting rights of the holders of Qualified Preferred Shares, the Board of Directors shall consist of at least two (2) directors and up to thirteen (13) directors.

  • Unless otherwise determined by a Special Resolution and subject further to the voting rights of the holders of Qualified Preferred Shares, the Board of Directors shall consist of at least 1 (one) director and up to thirteen (13) directors.

  • So far as is permitted under the Companies Law, no Shareholder shall, except with the written consent of the holders of a majority of the outstanding Qualified Preferred Shares (voting together as one class, on an as converted basis), vote in favor of, agree or consent to, any amendment or variance in any respect of the Articles or Memorandum of Association of the Company (whether by merger, consolidation or otherwise).


More Definitions of Qualified Preferred Shares

Qualified Preferred Shares means shares of any series of the Company’s preferred stock (other than Disqualified Stock), the proceeds of which are used to redeem or repurchase all or any number of the then-outstanding Existing Preferred Stock (or any previously issued Qualified Preferred Shares); provided that (A) such preferred shares are not materially more restrictive on the Company and its Subsidiaries than the Existing Preferred Stock as in effect on the Issue Date; (B) such preferred shares do not have a weighted average yield in excess of the weighted average yield (with the comparative determinations made in a manner consistent with generally accepted finance practices) of the Indebtedness being refinanced or repaid with the proceeds of the Qualified Preferred Shares; and (C) cash distributions for all such preferred shares do not exceed fifteen million dollars ($15,000,000) in the aggregate per annum.
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Related to Qualified Preferred Shares

  • Qualified Preferred Stock means any preferred capital stock of Holdings or the Lead Borrower so long as the terms of any such preferred capital stock (x) do not contain any mandatory put, redemption, repayment, sinking fund or other similar provision prior to the 91st day after the Latest Maturity Date at as of the date such Qualified Preferred Stock was issued other than (i) provisions requiring payment solely (or with provisions permitting Holdings or the Lead Borrower, as applicable, to opt to make payment solely) in the form of common Equity Interests or Qualified Preferred Stock of Holdings or the Lead Borrower, as applicable, or any Equity Interests of any direct or indirect Parent Company of Holdings or the Lead Borrower, as applicable, (ii) provisions requiring payment solely as a result of a change of control or asset sale, so long as any rights of the holders thereof upon the occurrence of a change of control or asset sale are subject to the payment in full of all Obligations in cash (other than unasserted contingent indemnification obligations) or such payment is otherwise permitted by this Agreement (including as a result of a waiver or amendment hereunder) and (iii) with respect to preferred capital stock issued to any plan for the benefit of employees of Holdings or the Lead Borrower, as applicable, or its Subsidiaries or by any such plan to such employees, provisions requiring the repurchase thereof in order to satisfy applicable statutory or regulatory obligations and (y) give Holdings or the Lead Borrower the option to elect to pay such dividends or distributions on a non-cash basis or otherwise do not require the cash payment of dividends or distributions at any time that such cash payment is not permitted under this Agreement or would result in a Default or Event of Default hereunder.

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

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

  • Designated Preferred Stock means Preferred Stock of the Company or any direct or indirect parent of the Company (other than Disqualified Stock), that is issued for cash (other than to the Company or any of its Subsidiaries or an employee stock ownership plan or trust established by the Company or any of its Subsidiaries) and is so designated as Designated Preferred Stock, pursuant to an Officers’ Certificate, on the issuance date thereof.

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

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

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

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

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

  • Series D Preferred Stock means shares of the Company’s Series D Preferred Stock, par value $0.00001 per share.

  • 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.

  • Series B Preferred Stock means shares of the Company’s Series B Preferred Stock, par value $0.00001 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 Preference Shares means the Series A Preference Shares of £0.05 each in the capital of the Company.

  • Series A Preferred Stock means shares of the Company’s Series A Preferred Stock, par value $0.00001 per share.

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.001 per share.

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

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

  • Series E Preferred Stock means the Series E Preferred Stock, par value $0.001, of the Company.

  • UST Preferred Stock means the Issuer’s Fixed Rate Cumulative Perpetual Preferred Stock, Series [●].

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