C Preference Share definition
Examples of C Preference Share in a sentence
The Investors shall, and hereby do (subject to this Section 1.6) irrevocably, subscribe in cash for, and Albireo shall allot and issue fully paid to each Investor, such number of Series C Preference Shares set opposite each Investor’s name in Schedule V at a price of $1.03 per Series C Preference Share (the “Investor Subscription”).
No adjustment in the Series C Conversion Price of a series C Preference Share shall be made in respect of the issuance of Additional Ordinary Shares unless the consideration per share for an Additional Ordinary Share issued or deemed to be issued by the Company is less than the Series C Conversion Price in effect on the date of, and immediately prior to such issue.
The initial Series C Conversion Price shall be US$1.531 per Series C Preference Share.
In addition to the foregoing amounts, each holder of Series C Preference Shares immediately prior to the Second Effective Time shall be entitled to a contingent right to receive, for each Series C Preference Share held by such holder as of immediately prior to the Second Effective Time, a Pro Rata Share of the Earnout Payments Rate in accordance with Section 4.7 and Exhibit F.
Each Series C Preference Share is entitled to one vote and, accordingly, each Depositary Share is entitled to 1/1,000th of a vote.
Upon the occurrence of a Change of Control Triggering Event, the Issuer may, at its option, redeem the Series C Preference Shares, in whole or in part, within 120 days after the first date on which such Change of Control Triggering Event occurred, by paying $25.00 per Series C Preference Share, plus all accumulated and unpaid dividends to, but not including, the date of redemption, whether or not declared.
If, after the payment of the US$86.50 per Class C Preference Share, the assets and funds distributed among the holders of Class C Preference Shares and Class B Preference Shares shall be sufficient to permit the payment to such holders of the full Original Preference Share Issue Price, then the Class C Preference Share holders shall be paid US$21.81 per Class C preference Share and the Class B Preference Share holders shall be paid US$40 per share.
No Series C Preference Share shall have any rights of preemption whatsoever as to any securities of the Company, or any warrants, rights or options issued or granted with respect thereto, regardless of how such securities, or such warrants, rights or options, may be designated, issued or granted.
The Company may redeem the Series C Preference Shares, in whole or in part, from time to time, during any Par Call Period, at a redemption price equal to $25,000 per Series C Preference Share (equivalent to $25.00 per depositary share), plus the amount of declared and unpaid dividends, if any, without interest on such unpaid dividends.
If upon the occurrence of a Liquidation, the assets and funds distributed among the holders of the Class C Preference Shares are insufficient to permit the payment to such holders US$86.50 per Class C Preference Share held, then the remaining assets and funds of the Company shall be distributed ratably among the holders of the Class C Preference Shares in proportion to the amounts of such Class C Preference Shares owned by each such holder.