Examples of Series A Senior Preferred Stock in a sentence
The Series A Senior Preferred Stock will have specific governance rights, and be non-convertible.
The total number of shares of Preferred Stock, $.01 par value, that the Corporation is authorized to issue is 50,000,000, of which (i) 20,000,000 are designated "Series A Senior Preferred Stock" (referred to herein as the "SENIOR PREFERRED STOCK"), (ii) 20,000,000 are designated "Series B Junior Preferred Stock" (referred to herein as the "JUNIOR PREFERRED STOCK") and (iii) 10,000,000 are undesignated.
No sinking fund shall be provided for the purchase or redemption of shares of the Series A Senior Preferred Stock.
All terms of the New First Lien Notes and the Series A Senior Preferred Stock shall be reasonably acceptable to the Company and the holders of a majority in principal amount of the Secured Notes (the “Majority Secured Noteholders”).
In addition, as to any matter that is not presented to the holders of Series B Preferred on a series basis after the full redemption of the Series A Senior Preferred Stock, the holders of the Series B Preferred shall be entitled to vote together as a single class with the holders of Common Stock and shall have 75% of the total vote.
The Series B Preferred Stock will have a 12.5% cumulative dividend accruing semi-annually (PIK), a perpetual junior liquidating preference to the Series A Senior Preferred Stock and be non-convertible.
Until the Series A Senior Preferred Stock has been redeemed in full, (i) holders of the Series A Senior Preferred Stock will be entitled to elect up to four directors, (ii) holders of the Series B Preferred Stock will be entitled to elect one director, and (iii) holders of Common Stock will be entitled to elect two directors voting as set forth in clause (ii) of footnote 3, with one such generally elected director being the Company’s Chief Executive Officer.
Concurrently with the execution and delivery hereof, the Company shall issue and sell to the Investors, and the Investors shall purchase from the Company, an aggregate of 300,000 shares of Series A Senior Preferred Stock of the Company (the “Series A Preferred Stock”) on the terms and subject to the conditions set forth in each of the Subscription Agreements (as defined below).
Unlegended Series B Senior Preferred Stock may be issued in exchange for Series A Senior Preferred Stock pursuant to a Preferred Stock Exchange Offer.
The Series A Senior Preferred Stock will have voting rights as set forth in footnote 3 below,3 a 12.5% cumulative dividend accruing semi-annually (PIK), and a senior liquidation preference over all other equity securities of the Company due on the fifth anniversary of the closing of the Exchange Offer (the “Fifth Anniversary”), payable prior to any distributions on the Series B Preferred Stock or the Common Stock (each defined below).