Common use of Liquidation Distributions Clause in Contracts

Liquidation Distributions. In the event of any liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary, holders of Series B Preferred Stock will be entitled to receive, for each share of Series B Preferred Stock, out of the assets of the Corporation or proceeds thereof (whether capital or surplus) available for distribution to stockholders of the Corporation, subject to the rights of any Persons to whom the Series B Preferred Stock is subordinate, a distribution (“Liquidation Distribution”) equal to (i) any authorized and declared, but unpaid, Dividends with respect to such share of Series B Preferred Stock at the time of such liquidation, dissolution or winding up, and (ii) the amount the holder of such share of Series B Preferred Stock would receive in respect of such share if such share had been converted into shares of Common Stock at the then applicable conversion rate at the time of such liquidation, dissolution or winding up (assuming the conversion of all shares of Series B Preferred Stock at such time, without regard to any limitations on conversion of the Series B Preferred Stock). All Liquidation Distributions to the holders of the Series B Preferred Stock and Common Stock set forth in clause (ii) above will be made pro rata to the holders thereof.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Republic First Bancorp Inc), Securities Purchase Agreement (Republic First Bancorp Inc), Securities Purchase Agreement (Pathfinder Bancorp, Inc.)

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Liquidation Distributions. In the event of any liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary, holders of Series B Preferred Stock will be entitled to receive, for each share of Series B Preferred Stock, out of the assets of the Corporation or proceeds thereof (whether capital or surplus) available for distribution to stockholders of the Corporation, subject to the rights of any Persons to whom the Series B Preferred Stock is subordinate, a distribution (“Liquidation Distribution”) equal to (i) the Liquidation Amount, (ii) plus any authorized and declared, but unpaid, Dividends with respect to such share of Series B Preferred Stock at the time of such liquidation, dissolution or winding up, and (iiiii) plus the amount the holder of such share of Series B Preferred Stock would receive in respect of such share if such share had been converted into shares of Common Stock at the then applicable conversion rate at the time of such liquidation, dissolution or winding up (assuming the conversion of all shares of Series B Preferred Stock at such time, without regard to any limitations on conversion of the Series B Preferred Stock). All Liquidation Distributions to the holders of the Series B Preferred Stock and Common Stock set forth in clause (iiiii) above will be made pro rata to the holders thereof.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Republic First Bancorp Inc), Securities Purchase Agreement (Republic First Bancorp Inc)

Liquidation Distributions. In the event of any liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary, holders of Series B Preferred Stock Holders will be entitled to receive, for each share of Series B Preferred Stock, out of the assets of the Corporation or proceeds thereof (whether capital or surplus) available for distribution to stockholders shareholders of the Corporation, subject to the rights of any Persons to whom the Series B Preferred Stock is subordinate, a distribution (“Liquidation Distribution”) equal to (i) any authorized and declared, but unpaid, Dividends with respect to such share of Series B Preferred Stock at the time of such liquidation, dissolution or winding up, and (ii) the amount the holder Holder of such share of Series B Preferred Stock would receive in respect of such share if such share had been converted into shares of Common Stock at the then applicable conversion rate at the time of such liquidation, dissolution or winding up (assuming the conversion of all shares of Series B Preferred Stock at such time, without regard to any limitations on conversion of the Series B Preferred Stock). All Liquidation Distributions to the Holders and the holders of the Series B Preferred Stock and Common Stock set forth in clause (ii) above will be made pro rata to the Holders and the holders thereofof Common Stock on an as-converted basis.

Appears in 1 contract

Samples: Investment Agreement (Third Coast Bancshares, Inc.)

Liquidation Distributions. In the event of any liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary, holders of Series B A Preferred Stock will be entitled to receive, for each share of Series B A Preferred Stock, out of the assets of the Corporation or proceeds thereof (whether capital or surplus) available for distribution to stockholders of the Corporation, subject to the rights of any Persons to whom the Series B A Preferred Stock is subordinate, a distribution (“Liquidation Distribution”) equal to (i) any authorized and declared, but unpaid, Dividends with respect to such share of Series B A Preferred Stock at the time of such liquidation, dissolution or winding up, and (ii) the amount the holder of such share of Series B A Preferred Stock would receive in respect of such share if such share had been converted into shares of Common Stock at the then applicable conversion rate at the time of such liquidation, dissolution or winding up (assuming the conversion of all shares of Series B A Preferred Stock at such time, without regard to any limitations on conversion of the Series B A Preferred Stock). All Liquidation Liquidating Distributions to the holders of the Series B A Preferred Stock and Common Stock set forth in clause (ii) above will be made pro rata to the holders thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (HCSB Financial Corp)

Liquidation Distributions. In the event of any liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary, holders of Series B A Preferred Stock will be entitled to receive, for each share of Series B A Preferred Stock, out of the assets of the Corporation or proceeds thereof (whether capital or surplus) available for distribution to stockholders shareholders of the Corporation, subject to the rights of any Persons to whom the Series B A Preferred Stock is subordinate, a distribution (“Liquidation Distribution”) equal to (i) any authorized and declared, but unpaid, Dividends with respect to such share of Series B A Preferred Stock at the time of such liquidation, dissolution or winding up, and (ii) the amount the holder of such share of Series B A Preferred Stock would receive in respect of such share if such share had been converted into shares of Common Stock at the then applicable conversion rate at the time of such liquidation, dissolution or winding up (assuming the conversion of all shares of Series B A Preferred Stock at such time, without regard to any limitations on conversion of the Series B A Preferred Stock). All Liquidation Liquidating Distributions to the holders of the Series B A Preferred Stock and Common Stock set forth in clause (ii) above will be made pro rata to the holders thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Riverview Financial Corp)

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Liquidation Distributions. In the event of any liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary, holders of Series B C Preferred Stock will be entitled to receive, for each share of Series B C Preferred Stock, out of the assets of the Corporation or proceeds thereof (whether capital or surplus) available for distribution to stockholders of the Corporation, subject to the rights of any Persons to whom the Series B C Preferred Stock is subordinate, a distribution (“Liquidation Distribution”) equal to (i) any authorized and declared, but unpaid, Dividends with respect to such share of Series B C Preferred Stock at the time of such liquidation, dissolution or winding up, and (ii) the amount the holder of such share of Series B C Preferred Stock would receive in respect of such share if such share had been converted into shares of Common Stock at the then applicable conversion rate at the time of such liquidation, dissolution or winding up (assuming the conversion of all shares of Series B C Preferred Stock at such time, without regard to any limitations on conversion of the Series B C Preferred Stock). All Liquidation Distributions to the holders of the Series B C Preferred Stock and Common Stock set forth in clause (ii) above will be made pro rata to the holders thereof.

Appears in 1 contract

Samples: Securities Purchase Agreement (Central Federal Corp)

Liquidation Distributions. In the event of any liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary, holders of Series B C Preferred Stock will be entitled to receive, for each share of Series B C Preferred Stock, out of the assets of the Corporation or proceeds thereof (whether capital or surplus) available for distribution to stockholders of the Corporation, subject to the rights of any Persons to whom the Series B C Preferred Stock is subordinate, a distribution ("Liquidation Distribution") equal to (i) any authorized and declared, but unpaid, Dividends with respect to such share of Series B C Preferred Stock at the time of such liquidation, dissolution or winding up, and (ii) the amount the holder of such share of Series B C Preferred Stock would receive in respect of such share if such share had been converted into shares of Common Stock at the then applicable conversion rate at the time of such liquidation, dissolution or winding up (assuming the conversion of all shares of Series B C Preferred Stock at such time, without regard to any limitations on conversion of the Series B C Preferred Stock). All Liquidation Liquidating Distributions to the holders of the Series B C Preferred Stock and Common Stock set forth in clause (ii) above will be made pro rata to the holders thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Trinity Capital Corp)

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