Examples of Series A-2 Preferred Units in a sentence
As of the date of this Agreement, (A) 59,890,000 Series A-1 Preferred Units are issued and outstanding, 39,980,004 Series A-2 Preferred Units are issued and outstanding, 5,518,800 Series B-1 Units and 2,364,200 Series B-2 Units are issued and outstanding, 7,170,000 Series C Units are issued and outstanding, 11,346,100 Series D Units are issued and outstanding and 6,547,000 Series E Units are issued and outstanding; and (B) except as set forth on Schedule 6.03(h), no Units are held by Laredo in treasury.
This Notice of Conversion is executed by the undersigned holder (the “Holder”) in connection with the conversion of Series A-2 Preferred Units of American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), pursuant to the terms and conditions of that certain Fifth Amended and Restated Agreement of Limited Partnership of the Partnership, as amended (the “Partnership Agreement”).
In accordance with and pursuant to the Partnership Agreement, the Holder hereby elects to convert the number of Series A-2 Preferred Units indicated below into Common Units of the Partnership in accordance with the terms of the Partnership Agreement (the “Conversion”).
The issued and outstanding Membership Interests of the Company consists of 6,206,382 Common Units, 762,500 Threshold Common Units, 1,856,308 Incentive Common Units, 1,130,621 Series A-1 Preferred Units and 947,799 Series A-2 Preferred Units, each as defined in the Operating Agreement, all of which are owned of record and beneficially by Sellers, and all such Membership Interests have been duly authorized and validly issued and have not been issued in violation of any Contract to which the Company is bound.
Prior to effecting any IPO Exchange in accordance with this Section 7.7, the Company will offer to each non-Defaulting Member that holds Series A-2 Preferred Units the option to purchase additional Series A-2 Preferred Units up to the amount of such Member’s Remaining Commitment.
The second sentence of Section 5(b) shall be amended so that the Company shall notify the holders of Preferred Shares and the holders of Series A-2 Preferred Units of the matters and at the times specified therein.
The Series A-2 Preferred Units shall have a Designated Value of $1.25; provided, however, that such Units shall not constitute “profits interests” as described in Sections 3.2(d), (e), (f) and (g).
The last sentence of Section 6(b) shall be amended so that the Company shall notify the holders of Preferred Shares and the holders of Series A-2 Preferred Units of the matters and at the times specified therein.
Buyer understands that the certificates or other instruments representing the Series A-2 Preferred Units and any Common Units (as defined in the Limited Partnership Agreement of the Operating Partnership), if any, shall bear a restrictive legend in substantially the following form: THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS.
Section 7(a) shall be amended so that the Company shall provide the holders of Preferred Shares and the holders of Series A-2 Preferred Units with notice of the matters and at the times specified therein.