Common use of Payments to Holders of Series B Preferred Stock Clause in Contracts

Payments to Holders of Series B Preferred Stock. In the event of a Liquidation Event, the holders of shares of Series B Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Corporation available for distribution to its stockholders, after payment to the holders of Series A Preferred Stock of the full Series A Liquidation Amount, but before any payment shall be made to the holders of Junior Stock, by reason of their ownership thereof, an amount per share equal to the aggregate Original Issue Price of the shares of Series B Preferred Stock then outstanding (the “Series B Liquidation Amount”), which such amount shall be shared ratably among the holders of Series B Preferred Stock in proportion to the respective amounts which are payable to such holders in respect of the shares of Series B Preferred Stock held by them upon a distribution of the Series B Liquidation Amount. If upon any such Liquidation Event, the assets of the Corporation available for distribution to its stockholders shall be insufficient to pay the holders of shares of Series B Preferred Stock the full Series B Liquidation Amount to which they shall be entitled under this Section 4.2, the holders of shares of Series B Preferred Stock shall share ratably in any distribution of the assets available for distribution in proportion to the respective amounts which would otherwise be payable in respect of the shares of Series B Preferred Stock held by them upon such distribution if all amounts payable on or with respect to such shares were paid in full. The Series B Preferred Stock shall rank, as to the distribution of assets of the Corporation upon a Liquidation Event, junior to the Series A Preferred Stock and senior to the Junior Stock.

Appears in 4 contracts

Samples: Share Purchase Agreement (Franklin Electronic Publishers Inc), Exchange Agreement (Franklin Electronic Publishers Inc), Share Purchase Agreement (Saunders Acquisition Corp)

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Payments to Holders of Series B Preferred Stock. In the event of a Liquidation Event, the holders of shares of Series B Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Corporation available for distribution to its stockholders, after payment to the holders of Series A Preferred Stock of the full Series A Liquidation Amount, but before any payment shall be made to the holders of Junior Stock, by reason of their ownership thereof, an amount per share equal to the aggregate Original Issue Price of the shares of Series B Preferred Stock then outstanding (the “Series B Liquidation Amount”), which such Exhibit A amount shall be shared ratably among the holders of Series B Preferred Stock in proportion to the respective amounts which are payable to such holders in respect of the shares of Series B Preferred Stock held by them upon a distribution of the Series B Liquidation Amount. If upon any such Liquidation Event, the assets of the Corporation available for distribution to its stockholders shall be insufficient to pay the holders of shares of Series B Preferred Stock the full Series B Liquidation Amount to which they shall be entitled under this Section 4.2, the holders of shares of Series B Preferred Stock shall share ratably in any distribution of the assets available for distribution in proportion to the respective amounts which would otherwise be payable in respect of the shares of Series B Preferred Stock held by them upon such distribution if all amounts payable on or with respect to such shares were paid in full. The Series B Preferred Stock shall rank, as to the distribution of assets of the Corporation upon a Liquidation Event, junior to the Series A Preferred Stock and senior to the Junior Stock.

Appears in 2 contracts

Samples: Exchange Agreement (Saunders Acquisition Corp), Exchange Agreement (Franklin Electronic Publishers Inc)

Payments to Holders of Series B Preferred Stock. In the event of a Liquidation EventUpon any liquidation, the holders of shares of Series B Preferred Stock then outstanding shall be entitled to be paid out dissolution or winding-down of the assets of Corporation, whether voluntary or involuntary (a "Liquidation") the Corporation available for distribution to its stockholders, after payment to the holders of Series A Preferred Stock of the full Series A Liquidation Amount, but before any payment shall be made to the holders of Junior Stock, by reason of their ownership thereof, an amount per share equal to the aggregate Original Issue Price Holders of the shares of Series B Preferred Stock then outstanding (the “Series B Liquidation Amount”), which such amount shall be shared ratably among paid in cash, before any payment shall be paid to the holders of Series B Preferred Stock in proportion to the respective amounts which are payable to such holders in respect of the shares Common Stock, or any other Junior Security, an amount for each share of Series B Preferred Stock held by them upon a distribution such holder equal to the sum of the Stated Value thereof (such applicable amount payable with respect to a share of Series B Preferred Stock sometimes being referred to as the "Individual Series B Preferred Liquidation Amount. If upon any such Liquidation Event, the assets of the Corporation available for distribution Preference Payment" and with respect to its stockholders shall be insufficient to pay the holders of all shares of Series B Preferred Stock in the full aggregate sometimes being referred to as the "Aggregate Series B Liquidation Amount Preference Payment"). lf, upon such liquidation, dissolution or winding-down, whether voluntary or involuntary, the assets to which they shall be entitled under this Section 4.2, distributed among the holders of shares of Series B Preferred Stock shall share ratably in any distribution of the assets available for distribution in proportion be insufficient to permit payment to the respective amounts which would otherwise be payable in respect of the shares holders of Series B Preferred Stock held by them upon such distribution if all amounts payable on or with respect of an aggregate amount equal to such shares were paid in full. The the Aggregate Series B Liquidation Preference Payment, then the entire assets of the Corporation to be so distributed shall be distributed ratably among the holders of Series B Preferred Stock shall rank, as (based on the Individual Series B Preferred Liquidation Preference Payments due to the distribution respective holders of assets of the Corporation upon a Liquidation Event, junior to the Series A B Preferred Stock and senior to the Junior Stock).

Appears in 1 contract

Samples: Securities Purchase Agreement (ANGSTRON HOLDINGS Corp)

Payments to Holders of Series B Preferred Stock. In Subject to payment in full of the Series C Liquidation Amount as provided in Section 2.1 above, in the event of a any voluntary or involuntary liquidation, dissolution or winding up of the Corporation or Deemed Liquidation Event, the holders of shares of Series B Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Corporation available for distribution to its stockholders, after payment to the holders of Series A Preferred Stock of the full Series A Liquidation Amount, but stockholders before any payment shall be made to the holders of Junior Stock, Series A Preferred Stock and Common Stock by reason of their ownership thereof, an amount per share equal to the aggregate greater of (i) $1.938923 (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the Series B Preferred Stock) (the “Series B Original Issue Price of the shares Price”), plus any dividends declared but unpaid thereon or (ii) such amount per share as would have been payable had each such share of Series B Preferred Stock then outstanding been converted into Common Stock pursuant to Section 4 immediately prior to such liquidation, dissolution or winding up (the amount payable pursuant to this sentence is hereinafter referred to as the “Series B Liquidation Amount”), which such amount shall be shared ratably among the holders of Series B Preferred Stock in proportion to the respective amounts which are payable to such holders in respect of the shares of Series B Preferred Stock held by them upon a distribution of the Series B Liquidation Amount. If upon any such voluntary or involuntary liquidation, dissolution or winding up of the Corporation or Deemed Liquidation Event, the assets of the Corporation available for distribution to its stockholders shall be insufficient to pay the holders of shares of Series B Preferred Stock the full Series B Liquidation Amount amount to which they shall be entitled under this Section 4.2Subsection 2.2, the holders of shares of Series B Preferred Stock shall share ratably in any distribution of the assets available for distribution in proportion to the respective amounts which would otherwise be payable in respect of the shares of Series B Preferred Stock held by them upon such distribution if all amounts payable on or with respect to such shares were paid in full. The Series B Preferred Stock shall rank, as to the distribution of assets of the Corporation upon a Liquidation Event, junior to the Series A Preferred Stock and senior to the Junior Stock.

Appears in 1 contract

Samples: Adoption Agreement (Arrowhead Research Corp)

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Payments to Holders of Series B Preferred Stock. In Subject to the prior and superior rights of the holders of any shares of any other class or series of Preferred Stock, par value $.0001 per share, of the Corporation (the “Preferred Stock”) ranking prior and superior to the shares of Series B Preferred Stock with respect to such transactions, in the event of a any voluntary or involuntary liquidation, dissolution or winding up of the Corporation or any Deemed Liquidation EventEvent (as defined below), before any payment shall be made to the holders of the Corporation’s Common Stock, par value $.0001 (the “Common Stock”), by reason of their ownership thereof, each holder of shares of Series B Preferred Stock then outstanding shall be entitled to be paid out of the funds and assets of the Corporation available for distribution to its stockholders, after payment the greater of (x) such holder’s Liquidation Preference and (y) the amount such holder would receive pursuant to the holders of Series A Preferred Stock of the full Series A Section 2.2. “Liquidation AmountPreference” means, but before as to any payment shall be made to the holders of Junior Stock, by reason of their ownership thereof, an amount per share equal to the aggregate Original Issue Price of the shares holder of Series B Preferred Stock then outstanding (the “Series B Liquidation Amount”)Stock, which such an amount shall be shared ratably among the holders of Series B Preferred Stock in proportion equal to the respective amounts which are payable to such holders in respect number of the shares of Series B Preferred Stock held by them upon a distribution of such holder multiplied by $23.05 (as adjusted for stock splits, combinations, reorganizations and the like with respect to the Series B Liquidation AmountPreferred Stock) (the “Original Issue Price”). If upon any such liquidation, dissolution or winding up or Deemed Liquidation EventEvent of the Corporation, the funds and assets of the Corporation available for distribution to its the stockholders of the Corporation shall be insufficient to pay the holders of shares of Series B Preferred Stock the full Series B Liquidation Amount amount to which they shall be are entitled under this Section 4.22.1, the holders of shares of Series B Preferred Stock shall share ratably in any distribution of the funds and assets available for distribution in proportion to the respective amounts which that would otherwise be payable in respect of the shares of Series B Preferred Stock held by them upon such distribution if all amounts payable on or with respect to such shares were paid in full. The Series B Preferred Stock shall rank, as to the distribution of assets of the Corporation upon a Liquidation Event, junior to the Series A Preferred Stock and senior to the Junior Stock.

Appears in 1 contract

Samples: Securities Purchase Agreement and Investor Agreement (SK Ecoplant Co., Ltd.)

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