Holdco Preferred Stock definition

Holdco Preferred Stock means Holdco’s Series A Preferred Stock, par value $.01 per share.

Holdco Preferred Stock means the non-voting preferred interests in HoldCo.

Holdco Preferred Stock shall have the meaning set forth in Section 4.6(b).

Examples of Holdco Preferred Stock in a sentence

• Holdco will, at its expense, list on the NYSE (or such other principal exchange on which it lists its Common Stock) and maintain such listing of all shares of Holdco Common Stock and Conversion Shares issued to Holders in the Offer or issuable upon conversion of the Holdco Preferred Stock so long as any shares of Holdco Common Stock shall be so listed.

• The shares of Holdco Common Stock issued upon conversion of Parent Common Stock and the shares of Holdco Preferred Stock issued upon conversion of Parent Preferred Stock, in each case in accordance with the terms of Article I and this Article II, shall be deemed to have been delivered or paid in full satisfaction of all rights pertaining to the shares of Parent Common Stock and Parent Preferred Stock, as applicable.

• The shares of Holdco Common Stock and Holdco Preferred Stock to be issued as a result of the Merger and the shares of Holdco Stock constituting the Stock Consideration and the Earnout Shares have been duly authorized and, when issued pursuant to this Agreement, will be validly issued, fully paid and non-assessable and free of preemptive rights, and will be issued in compliance with all applicable U.S. federal and state securities Laws.

• The Company shall cause Holdco to have a sufficient number of shares of the Holdco Preferred Stock (the terms and conditions of such Holdco Preferred Stock being set forth in the Holdco Charter) authorized and unissued to effectuate the terms and conditions of the exchange contemplated by the term sheet contained in the Financing Exhibits (as defined herein).

• If the policy had been drafted by the insurer, without negotiation by the insured or a clear statement including cyber-attack in the war exclusionary provision, the court should adopt the interpretation of policyholders (i.e., that cyber-attacks are not covered) to signal to insurers that negotiation must either be complete or an express exclusionary clause delineated, so as to remove any chance of confusion.

More Definitions of Holdco Preferred Stock

Holdco Preferred Stock means the shares of series A preferred stock in the capital of HoldCo, par value of $0.0001 per share, having, to the maximum extent permitted by the DGCL and other applicable law, the same rights and entitlements as the Company Preferred Shares immediately prior to the Initial Exchange Effective Time.

Holdco Preferred Stock has the meaning specified in Section 2.1.

Holdco Preferred Stock is defined in Section 5.03(b) of the Agreement.

Holdco Preferred Stock means, collectively, the Holdco Voting Preferred Stock and the Holdco Non-Voting Preferred Stock.

Holdco Preferred Stock means, collectively, the HoldCo Series Seed 1 Preferred Stock, the HoldCo Series Seed 2 Preferred Stock, the HoldCo Series A Preferred Stock, the HoldCo Series B Preferred Stock, the HoldCo Series B-1 Preferred Stock, the HoldCo Series U-1 Preferred Stock and the HoldCo Series U-2 Preferred Stock.

Holdco Preferred Stock means a series of cash pay convertible preferred stock of Holdco (or depositary shares evidencing ownership interests therein) having the terms set forth on EXHIBIT E hereto; PROVIDED that the conversion ratio and dividend rate (the "VARIABLE TERMS") of any Holdco Preferred Stock issued to the Sellers pursuant to Section 3.3.3 hereof shall be established so that the fair market value of each such share (or depositary share) of Holdco Preferred Stock shall be at least equal to, as of the issue date, the liquidation value thereof, assuming that such Holdco Preferred Stock is freely tradeable as of the issue date and without regard to the provisions set forth in EXHIBIT E hereto under the caption "Lockup." At least ten days prior to the issuance of the Holdco Preferred Stock, Parent and the Sellers' Representative shall meet in an attempt to agree on the Variable Terms. If such Persons are unable to agree on such terms within two days following commencement of negotiations with respect thereto, such terms shall be specified by a nationally recognized investment banking firm (which firm will be agreed to by Parent and the Sellers' Representative by February 28, 1998) after giving effect to all relevant factors, including Holdco's capitalization and the Equity Issuance pursuant to Section 6.4.1.

Holdco Preferred Stock means the Holdco Series A Stock and the Holdco Series B Stock. Table of Contents