Liquidating Dividend definition

Liquidating Dividend means any dividend or other distribution in respect of any Common Stock or Class B Stock paid in connection with the liquidation, dissolution, bankruptcy or winding up of the Company, any merger of the Company or any sale or other conveyance of all or substantially all the assets of the Company.

Liquidating Dividend has the meaning set forth in Section 4 hereof.

Liquidating Dividend is defined in Section 9.9.

Examples of Liquidating Dividend in a sentence

• During the Subordination Period only, all dividends paid to shareholders will be treated as either a dividend from Operating Surplus or a Liquidating Dividend.

• The Base Dividend will be reduced in the same proportion that the Liquidating Dividend had to the fair market value of the Class A Common Shares prior to the payment of the dividend.

• The Liquidation Value of any PBGC Preferred Share shall be reduced by the amount of any Liquidating Dividend paid in respect of such Share.

• Such adjustment shall become effective immediately at the opening of business on the Business Day next following the record date for the determination of shareholders entitled to receive such Liquidating Dividend.

• Limited has received an opinion of DLJ, to the effect that, as of the date of this Agreement, the amount of the proceeds to be received by the holders of the Limited Shares from a Liquidating Dividend or other distribution in the amount of not more than $14.00 per Limited Share is fair to Limited's shareholders from a financial point of view, and a complete and correct signed copy of such opinion has been delivered to Parent.

More Definitions of Liquidating Dividend

Liquidating Dividend means a dividend upon the Common Stock payable otherwise than in cash out of legally available funds (determined in accordance with generally accepted accounting principles, consistently applied) except for a stock dividend payable in shares of Common Stock.

Liquidating Dividend shall have the meaning set forth in Section 10(c).

Liquidating Dividend shall have the meaning set forth in paragraph 3B.

Liquidating Dividend has the meaning set forth in Section 6F. --------------------

Liquidating Dividend shall have the meaning set forth in paragraph 3B. “Organic Change” shall have the meaning set forth in paragraph 2D. “Parent” shall have the meaning set forth in the introductory paragraph hereof. “Person” shall mean an individual, a partnership, a joint venture, a corporation, a trust, an unincorporated organization and a government or any department or agency thereof. “Primary Warrants” shall mean all Warrants, other than any Conditional Warrants, issued pursuant to the Purchase Agreement. “Registered Holder” shall have the meaning set forth in the introductory paragraph hereof. “Securities” shall have the meaning set forth in paragraph 1D hereof. “Stage 1 Conditional Shares” shall have the meaning set forth in paragraph 1D hereof. “Stage 2 Conditional Shares” shall have the meaning set forth in paragraph 1D hereof. “Stage 3 Conditional Shares” shall have the meaning set forth in paragraph 1D hereof. “Stock Equivalents” shall mean any option, warrant, right or similar security or claim exercisable into, exchangeable for, or convertible to shares of Common Stock or the economic equivalent value of shares of Common Stock (including, by way of illustration, stock appreciation rights). “Warrants” shall have the meaning set forth in the introductory paragraph hereof. “Warrant Fraction” shall mean a fraction, the numerator of which is the number of Conditional Shares (as of the Date of Determination) for which this Warrant may be exercised and the denominator of which is the aggregate Conditional Shares (as of the Date of Determination) for all Conditional Warrants that have been sold or issued under the Purchase Agreement (as of the Date of Determination). Section 5.

Liquidating Dividend shall have the meaning set forth in paragraph 3B. “Organic Change” shall have the meaning set forth in paragraph 2D. “Parent” shall have the meaning set forth in the introductory paragraph hereof. “Person” shall mean an individual, a partnership, a joint venture, a corporation, a trust, an unincorporated organization and a government or any department or agency thereof. “Registered Holder” shall have the meaning set forth in the introductory paragraph hereof. “Stock Equivalents” shall mean any option, warrant, right or similar security or claim exercisable into, exchangeable for, or convertible to shares of Common Stock or the economic equivalent value of shares of Common Stock (including, by way of illustration, stock appreciation rights). “Warrants” shall have the meaning set forth in the introductory paragraph hereof. Section 5.

Liquidating Dividend means, in respect of any class or series of capital stock of the Corporation, a dividend payable upon such class or series, in any form other than cash (e.g., securities of the Corporation), out of earnings or earned surplus (determined in accordance with generally accepted accounting principles, consistently applied), excluding a stock dividend payable solely in shares of such class or series.