Total Liquidation Preference definition

Total Liquidation Preference means the sum of (i) the Total Series Junior A Liquidation Preference, (ii) the Total Series A-1 Liquidation Preference, (iii) the Total Series A-2 Liquidation Preference, (iv) the Total Series B Liquidation Preference, (v) the Total Series B-2 Liquidation Preference, (vi) the Total Series C Liquidation Preference, and (vii) the Total Series C-1 Liquidation Preference.
Total Liquidation Preference means, with respect to any share of Convertible Exchangeable Preferred Stock and as of any date, the liquidation preference for such share plus, without duplication, an amount equal to accumulated and unpaid dividends thereon (whether or not declared) to such date, plus an amount equal to a prorated dividend for the period from the last Dividend Payment Date to such date.

Examples of Total Liquidation Preference in a sentence

  • After payment of the full amount of the Total Liquidation Preference to which they are entitled, Holders will have no right or claim to any of the remaining assets of the Corporation (or proceeds thereof).

  • The Corporation may, at the option of the Board of Directors, redeem, to the extent of funds legally available therefor, in whole or in part, in the manner provided for in paragraph (e)(ii) hereof, any or all of the shares of the Convertible Exchangeable Preferred Stock, at a redemption price in cash equal to the Total Liquidation Preference for each share as of the Redemption Date (the "Optional Redemption Price").

  • 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).

  • If the assets available for distribution to shareholders without any application of the Total Liquidation Preference is an amount that yields to the shareholders an amount per share equal to or greater than $5.10 per share (adjusted for stock splits and the like) (the "Minimum Target"), the assets available for distribution shall be distributed pro rata among all of the Corporation's shareholders.

  • Unless and until the Total Liquidation Preference has been Pacholder Fund, Inc.

  • 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.

  • After payment has been made to the holders of Series A Preferred of the Total Liquidation Preference, the holders of Common Stock and Series B Preferred then outstanding shall be entitled to participate ratably in the distribution of the remaining assets of the Corporation, if any, in proportion to the number of shares owned by each such holder.

  • If upon a Liquidation the assets of ------------------- the Corporation available for distribution to its stockholders are insufficient to make full payment of the Total Liquidation Preference, then the holders of Series A Preferred shall share ratably in proportion to the number of shares owned by each such holder.


More Definitions of Total Liquidation Preference

Total Liquidation Preference means an amount equal to the sum of (a) the Series Seed Preference, (b) the Series A Preference, (c) the Series A1 Preference, (d) the Series A’ Preference, (e) the Series AA Preference, and (f) the Series AAA Preference. ​
Total Liquidation Preference shall have the meaning set forth in Section 2(c) of Article I hereof.
Total Liquidation Preference means the sum of (a) $0.60 multiplied by the sum of (x) number of shares of Series B Preferred Stock outstanding immediately prior to the Effective Time plus (y) the number of shares of Series B Preferred Stock issuable upon the exercise of warrants to purchase shares of Series B Preferred Stock that do not terminate and are not exercised at or before the Effective Time, and (b) $0.74 multiplied by the sum of (x) number of shares of Series C Preferred Stock outstanding immediately prior to the Effective Time plus (y) the number of shares of Series C Preferred Stock issuable upon the exercise of warrants to purchase shares of Series C Preferred Stock that do not terminate and are not exercised at or before the Effective Time, and (c) $0.37 multiplied by the sum of (x) number of shares of Series D Preferred Stock outstanding immediately prior to the Effective Time plus (y) the number of shares of Series D Preferred Stock issuable upon the exercise of warrants to purchase shares of Series D Preferred Stock that do not terminate and are not exercised at or before the Effective Time, and (d) $1.00 multiplied by the sum of (x) number of shares of Series E Preferred Stock outstanding immediately prior to the Effective Time plus (y) the number of shares of Series E Preferred Stock issuable upon the exercise of warrants to purchase shares of Series E Preferred Stock that do not terminate and are not exercised at or before the Effective Time.

Related to Total Liquidation Preference

  • Liquidation Preference Amount means $25,000 per share of Series A Preferred Stock.

  • next available preference means a preference which is the second, or as the case may be, subsequent preference recorded in consecutive order for a continuing candidate (any candidate who is deemed to be elected or is excluded thereby being ignored); and

  • Deemed Liquidation means a liquidation of the Company that is deemed to occur pursuant to Treas. Reg. § 1.708-1(b)(4) in the event of a termination of the Company pursuant to Section 708(b)(1)(B) of the Code.