Total Liquidation Preference definition
Examples of Total Liquidation Preference in a sentence
After payment of the Total Liquidation Preference and liquidation payments on any Parity Preferred Units, the assets of the Partnership shall be distributed among the holders of any Junior Units in such amounts as would be distributed to such holders if the liquidating distributions had instead been made with respect to Junior Units pursuant to Article 5 hereof (treating for this purpose the Junior Units as the only Partnership Units outstanding).
Redemption date of such liquidation, dissolution or winding up, whether or not declared by the Corporation, plus the Make-Whole Premium (the "Total Liquidation Preference"), then such available assets shall be distributed among the holders of shares of Preferred Stock ratably in any such distribution of assets according to the respective amounts that would be payable on all such shares if the Total Liquidation Preference were paid in full.
Unless and until the Total Liquidation Preference has been paid in full to the holders of shares of Preferred Stock, no dividends or distributions shall be made to holders of the Common Stock or any other stock of the Corporation ranking junior to the Preferred Stock as to liquidation.
Because the Total Merger Consideration is insufficient to satisfy the Total Liquidation Preference Amount, no portion of the Total Merger Consideration may under the Certificate of Incorporation of the Company be allocated to any shares of Common Stock; and accordingly at the Effective Time each share of Common Stock shall be cancelled.