Series A Preferred Liquidation Amount definition

Series A Preferred Liquidation Amount means an amount per share equal to (a) three (3) times the Series A Preferred Original Issue Price, plus (b) any Accruing Dividends that have accrued thereon, plus (c) any other dividends declared but unpaid thereon, payable to each holder of Series A Preferred Stock, upon the occurrence of a Liquidation Event.

Series A Preferred Liquidation Amount has the meaning specified in Section VII(a)(i) and applies solely during the period between Closing and the Stockholder Approvals Date.

Series A Preferred Liquidation Amount means, with respect to each share of Series A Preferred Stock, the “Series A Preferred Liquidation Amount” (as such term is described and calculated in accordance with the terms of the Company Charter) as of the Effective Time.

Examples of Series A Preferred Liquidation Amount in a sentence

• After the payment to the holders of shares of Series A Preferred Stock of the full Series A Preferred Liquidation Amount specified above, no further payments shall be made to the holders of shares of Series A Preferred Stock by reason thereof, and any remaining assets of the Corporation shall be distributed with equal priority and pro rata among the holders of the shares of Common Stock or any other class or series of stock ranking as to liquidation junior to the shares of Series A Preferred Stock.

• Upon the payment of the Series Seed and Series A Preferred Liquidation Amount in full, the holders of Series Seed Preferred Stock and Series A Preferred Stock shall not be entitled to any further payment under this Section 2.2.

• Upon a Deemed Liquidation (as defined below), a majority of then outstanding shares of Series A Preferred Stock, may, in lieu of receiving the Series A Preferred Liquidation Amount, elect to convert their shares of Series A Preferred Stock into Common Stock and receive the consideration and other securities and property provided for under the terms of the Deemed Liquidation pro rata along with all other holders of Common Stock.

• The Series A Preferred Liquidation Amount, the Series B Preferred Liquidation Amount, the Series B-1 Preferred Liquidation Amount and any liquidation preference payable on each Permitted Security that is pari passu with the Senior Preferred Stock are sometimes referred to herein as the “Senior Preferred Liquidation Amount”.

• In connection with a Liquidation Event, after the payment or provision for payment of all debts and liabilities of the Corporation and the Series A Preferred Liquidation Amount to which the holders of shares of Series A Preferred Stock are entitled with respect to the distribution of assets in liquidation, the holders of shares of Common Stock shall be entitled to share ratably in the remaining assets of the Corporation available for distribution.

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• In the event the assets of the Corporation available for distribution to shareholders upon any Liquidation Event shall be insufficient to pay in full the Series A Preferred Liquidation Amount (and the corresponding amounts payable on Parity Shares, if any), Holders (and the holders of such Parity Shares, if any) shall share ratably in any distribution of assets of the Corporation in proportion to the full respective liquidating distributions to which they would otherwise be respectively entitled.

• If the funds available upon liquidation are insufficient to satisfy in full Series A Preferred Liquidation Amount, the entire assets of the Corporation available for such distribution shall be distributed ratably among the holders of Series A Preferred Stock based on the number of shares held by each.

• If in connection with any distribution described in Section 4(a) above the Available Funds and Assets are not sufficient to pay the Series A Preferred Liquidation Amount in full to all holders of Series A Preferred Stock, the amounts paid to the holders of Series A Preferred Stock shall be paid pro rata in accordance with the respective aggregate Series A Accreted Values of the holders of Series A Preferred Stock.

• The purpose of this document is to provide a format for participation of the department chair and the faculty in decisions relating to governance and mission of the department.

More Definitions of Series A Preferred Liquidation Amount

Series A Preferred Liquidation Amount means the aggregate amount payable to all the holders of Series A Preferred Stock pursuant to Article 4, Part B, I, Section 2 of the Company’s certificate of incorporation; provided, however, that for purposes of assigning a value attributable to the Evolent Equity to be issued by the Evolent Entities as part of the Closing Merger Consideration, each Class B Common Unit and Class B Share shall be valued in the aggregate at $24.79.