Preferred Liquidation Value definition

Preferred Liquidation Value of any share of Series A Preferred as of a particular date shall be equal to the sum of $100 plus an amount equal to any accrued and unpaid dividends (whether or not earned or declared) on such share of Series A Preferred added to the Preferred Liquidation Value of such share of Series A Preferred on any Dividend Payment Date pursuant to this Section 3(d) and not thereafter paid.

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Preferred Liquidation Value shall have the meaning ascribed to such term, and shall be calculated as set forth, in the amended and restated certificate of incorporation of the Company in effect as of the date of this Agreement.

Preferred Liquidation Value with respect to each Preferred Member, as of any relevant date, an amount equal to whichever of the following is applicable: [a] if Excess Company Asset Value is positive, the sum of [i] such Preferred Member’s Undistributed Preferred Return, plus [ii] such Preferred Member’s Unreturned Capital Contributions, plus [iii] the Preferred Excess Asset Value multiplied by such Preferred Member’s Percentage Interest; [b] if [i] Excess Company Asset Value is negative and [ii] Company Asset Value is positive but is less than the sum of all the Preferred Members’ Undistributed Preferred Return and all the Members’ Unreturned Capital Contributions but equal to or greater than the sum of all Preferred Members’ Undistributed Preferred Return and Unreturned Capital Contributions, the sum of [A} such Preferred Member’s Undistributed Preferred Return, plus [B] such Preferred Member’s Unreturned Capital Contributions; or [c] if [i] Excess Company Asset Value is negative and [ii] Company Asset Value is positive but is less than the sum of all the Preferred Members’ Undistributed Preferred Return and all the Preferred Members’ Unreturned Capital Contributions, the Company Asset Value multiplied by such Preferred Member’s Percentage Interest. Preferred Member: Liberty Global, Liberty UPCOY, Liberty UK, Liberty UK Holdings, Liberty Programming and Liberty TWSTY and any successor to or Transferee of Preferred Units from any Preferred Member who is admitted as a Member pursuant to Article 13.

Examples of Preferred Liquidation Value in a sentence

• Dividends on shares of Series A Preferred will be payable in cash at a rate per annum equal to 12% of the Preferred Liquidation Value thereof (the "Dividend Rate").

• The "Preferred Liquidation Value" of any share of Series A Preferred as of a particular date shall be equal to the sum of $100 plus an amount equal to any accrued and unpaid dividends (whether or not earned or declared) on such share of Series A Preferred added to the Preferred Liquidation Value of such share of Series A Preferred on any Dividend Payment Date pursuant to this Section 3(d) and not thereafter paid.

• The redemption price (the "Redemption Price") for each outstanding share of Series A Preferred to be redeemed pursuant to this Section 4(a) shall be the Preferred Liquidation Value thereof as of the Redemption Date.

• After the Preferred Liquidation Value has been paid on the Series A Preferred Stock, the remaining assets shall be paid to the holders of the Common Stock and other junior classes of stock in accordance with their respective priority, if any.

• At the Closing, the Company shall deliver to Parent a certificate of the Chief Executive Officer and the Chief Financial Officer of the Company, representing and warranting on behalf of the Company as to the Preferred Liquidation Value as of the Closing Date (the "Preferred Liquidation Value Certificate").

• The Company may redeem, at any time and from time to time, all or a portion of the outstanding Class E Preferred Units at a price per Unit in cash equal to the Class E Preferred Liquidation Value plus, if such redemption occurs prior to the date which is six (6) months after the issuance of the Class E Preferred Units to be redeemed, two percent (2%) of the Class E Preferred Liquidation Value of such Class E Preferred Units (the “Redemption Price”).

• The "PREFERRED LIQUIDATION VALUE" of any share of Series A Preferred as of a particular date shall be equal to the sum of $100 plus an amount equal to any accrued and unpaid dividends (whether or not earned or declared) on such share of Series A Preferred added to the Preferred Liquidation Value of such share of Series A Preferred on any Dividend Payment Date pursuant to this Section 3(d) and not thereafter paid.

• For purposes of clarity, the Series A Preferred will not be convertible until such time as the EBITDA requirements in (B)(II)(C)(ii)(1) are satisfied (e.g., If $1,000,000 in EBITDA is generated above the Minimum EBITDA Threshold after April 1, 2002, and the Preferred Liquidation Value of the Series A Preferred is $1,000, 2,000 shares of Series A Preferred Shall become convertible).

• The Company may redeem, at any time and from time to time, without penalty, all or a portion of the outstanding Class D Preferred Units at a price per Unit in cash equal to the Class D Preferred Liquidation Value (the “Redemption Price”).

• On the consummation of such Qualified Debt Offering, the outstanding principal amount of this Note plus all accrued and unpaid interest hereon shall be automatically converted into a number of shares of Series C Preferred (excluding any fractional shares) determined by dividing such outstanding principal amount plus all accrued and unpaid interest hereon by the Series C Preferred Liquidation Value.

More Definitions of Preferred Liquidation Value

Preferred Liquidation Value with respect to any share of Series A Preferred Stock as of a particular date, means the sum of $100 plus an amount equal to any accrued and unpaid dividends on such share of Series A Preferred Stock added to the Preferred Liquidation Value of such share of Series A Preferred Stock on any Dividend Payment Date pursuant to Section 2(a)(ii)(B) and not thereafter paid.

Preferred Liquidation Value means the Series C-1 Liquidation Value.

Preferred Liquidation Value has the meaning set forth in Section 5(a) hereof.

Preferred Liquidation Value. = the liquidation preference attributable to each of the outstanding shares of the Series A Preferred Stock pursuant to Article IV(c) of the Company Articles, treating the Merger as a liquidation for purposes thereof. “Preferred Share Liquidation Consideration” = the total number of shares of Bionik Common Stock allocated at the Effective Time to holders of Company Preferred Stock under Section 1.5(b)(i) only.

Preferred Liquidation Value means the Series C-1 Liquidation Value. “Preferred Stock” means the Series C-1 Preferred Stock.