Series B Preferred Shares. A total of 28,303 authorized Series B Preferred Shares, par value US$0.0001 per share, all of which are issued and outstanding; and
Series B Preferred Shares. Subject to Section 3.05, each Series B Preferred Share issued and outstanding immediately prior to the Effective Time shall remain issued and outstanding as a preferred share of the Surviving Company and shall be entitled to the same dividend and all other preferences and privileges, voting rights, relative, participating, optional and other special rights, and qualifications, limitations and restrictions set forth in the certificate of designations applicable to the Series B Preferred Shares, which certificate of designations shall remain at and following the Effective Time in full force and effect as an obligation of the Surviving Company in accordance with Section 109(2) of the Bermuda Companies Act.
Series B Preferred Shares. Pursuant 5.3 of this Declaration, a series of preferred shares of beneficial interest designated 9 1/8% Series B Cumulative Redeemable Preferred Shares of Beneficial Interest ($0.01 Par Value Per Share) (Liquidation Preference $250.00 Per Share) (collectively, the "Series B Preferred Shares") is hereby established on the following terms:
Series B Preferred Shares. Each Series B Preferred Share issued and outstanding immediately prior to the Effective Time (other than any Series B Preferred Shares to be cancelled pursuant to Section 3.1(a)(iii) or Section 3.4) shall be redeemed, cancelled and extinguished and converted into the right to receive in cash at the Effective Time, without interest, the Series B Preferred Redemption Amount;
Series B Preferred Shares. Upon the Effective Date of the Merger, each share of Series B Preferred Stock of FNB-Pennsylvania, $10.00 par value, issued and outstanding immediately prior thereto shall, by virtue of the Merger and without any action by the Constituent Corporations, the holder of such shares or any other person, be converted into and exchanged for one fully paid and nonassessable share of Series B Preferred Stock, $0.01 par value per share, of the Surviving Corporation.
Series B Preferred Shares. As of the date hereof, 6,000 shares of the Series B-1 Preferred Stock are issued and outstanding and no shares of Series B-1 Preferred Stock are issued and held in the treasury of the Company. All the outstanding shares of Series B-1 Preferred Stock are and the Additional Preferred Shares will be (when and if issued) duly authorized, validly issued, fully paid and non-assessable. The Shares are owned of record by Bxxx.
Series B Preferred Shares. Subject to the payment in full of the Series D Preferred Distribution, Series C Preferred Distribution and the Additional Series B Preferred Distribution in accordance with subsections (a), (b) and (c) above, in respect of the year 2023 onwards, if the ordinary annual meeting of the Shareholders decides to make a Distribution of any profits, each Shareholder holding Series B Preferred Shares shall be entitled to receive a Distribution at a rate of ten percent (10%) of the applicable Invested Amount for such Shareholder at that time (the “Series B Preferred Distribution”). If the Series D Preferred Distribution, Series C Preferred Distribution, the Additional Series B Preferred Distribution and the Series B Preferred Distribution are paid in full in respect of any relevant period, then Distributions on the Series A Preferred Shares and the Ordinary Shares may be made by the Company so long as (x) they are not paid at a rate greater than the rate of the Series C Preferred Distribution, the Additional Series B Preferred Distribution and the Series B Preferred Distribution and (y) they are made in accordance with the below subsections relating to Distributions on the Series A Preferred Shares and the Ordinary Shares.
Series B Preferred Shares. Each Series B Preferred Share outstanding immediately prior to the Effective Time (other than any Series B Preferred Shares to be canceled in accordance with Section 2.7.2 or Dissenting Shares) shall be converted into the right to receive (i) an amount, without interest, equal to the Series B Preferred Per Share Consideration in cash and (ii) the nontransferable contingent right to receive the Series B Preferred Further Distributions Per Share, if any. For avoidance of doubt, each Series B Preferred Share shall not receive in the aggregate from the Estimated Merger Consideration and the Further Distributions more than the Series B Participation Cap.
Series B Preferred Shares. A total of 25,378,433 Series B Preferred Shares, 22,166,735 of which are issued and outstanding, and 3,211,698 of which has not been issued.
Series B Preferred Shares. Subject to the terms and conditions of this Agreement, at the Closing, the Company will sell and transfer the Series B Preferred Shares to Buyer, and Buyer will purchase the Series B Preferred Shares from the Company.
