Series J Preferred Units Sample Clauses
The 'SERIES J PREFERRED UNITS' clause defines the specific rights, privileges, and obligations associated with a particular class of preferred equity units, known as Series J, within a company or investment fund. This clause typically outlines features such as dividend rates, liquidation preferences, conversion rights, and voting powers that distinguish Series J units from other classes of equity. For example, Series J Preferred Units may have priority over common units in receiving distributions or may be convertible into common units under certain conditions. The core function of this clause is to clearly delineate the terms governing Series J Preferred Units, thereby providing certainty to investors and ensuring proper allocation of rights and risks among different classes of equity holders.
Series J Preferred Units. Pursuant to the authority granted under Section 4.02(a) of the Second Amended and Restated Agreement of Limited Partnership of Duke Realty Limited Partnership (the “Partnership Agreement”), the General Partner hereby establishes a series of Preferred Units designated the 6.625% Series J Cumulative Redeemable Preferred Units (liquidation preference $250.00 per unit) (the “Series J Preferred Units”) on the terms set forth in this Exhibit P. Capitalized terms used herein without definition have the meanings given to them in the Partnership Agreement.
Series J Preferred Units. Each holder of Series J Preferred Units shall be entitled to exchange Series J Preferred Units for REIT Shares, at such holder’s option, on the following terms and subject to the following conditions:
(i) At any time after the Series J Issuance Date, subject to the terms of any lock-up agreement to which a holder is a party, each holder of Series J Preferred Units at its option may exchange each of its Series J Preferred Units for that number of REIT Shares equal to the quotient obtained by dividing the Series J Issue Price by $165; provided, however, that no Series J Preferred Units may be exchanged on any proposed Series J Exchange Date pursuant to this Section 29.8 unless at least 1,000 Series J Preferred Units, in the aggregate, are exchanged by one or more holders thereof on such Series J Exchange Date pursuant to Series J Exchange Notices. Each holder of Series J Preferred Units that has delivered a Series J Exchange Notice to the General Partner may rescind such Series J Exchange Notice by delivering written notice of such rescission to the General Partner prior to the Series J Exchange Date specified in the applicable Series J Exchange Notice.
(ii) The exchange rate is subject to adjustment upon subdivisions, stock splits, stock dividends, combinations and reclassification of REIT Shares. The adjustment to the exchange rate will be determined by the General Partner such that each Series J Preferred Unit will thereafter be exchangeable into the kind and amount of shares of common or other capital stock which would have been received if the exchange had occurred immediately prior to the record date for such subdivision, stock split, stock dividend, combination or reclassification of the REIT Shares.
(iii) In case the General Partner shall be a party to any transaction (including, without limitation, a merger, consolidation, statutory share exchange, tender offer for all or substantially all of the General Partner's capital stock or sale of all or substantially all of the General Partner's assets), in each case as a result of which the REIT Shares will be converted into the right to receive shares of capital stock, other securities or other property (including cash or any combination thereof), each Series J Preferred Unit will thereafter be convertible or exchangeable into the kind and amount of shares of capital stock and other securities and property receivable (including cash or any combination thereof) upon the consummation of such transaction by ...
Series J Preferred Units