Common use of Conversion of Series A Preferred Units Clause in Contracts

Conversion of Series A Preferred Units. Series A Preferred Units shall be converted into Common Units in accordance with the following: (a) If any Series A Preferred Shares shall be converted into shares of Common Stock pursuant to the exercise of any such right by either the General Partner or the holder of such Series A Preferred Shares, then that number of Series A Preferred Units which is equal to the number of Series A Preferred Shares so converted shall simultaneously and without further action or notice be converted into that number of Common Units which is equal to the product of (i) the number of shares of Common Stock into which such Series A Preferred Shares were converted, multiplied by (ii) the Conversion Factor. (b) If the General Partner shall redeem any Series A Preferred Shares for cash in a transaction in which the redemption price thereof (other than the portion thereof equal to the then accumulated and unpaid dividends thereon) is payable directly out of the sale proceeds of then newly issued shares of Common Stock (and to the extent that such sale proceeds are so used, the General Partner shall be relieved of the obligation to contribute such sale proceeds to the capital of the Partnership pursuant to Section 4.3(a)(2) hereof), then that number of Series A Preferred Units which is equal to the number of Series A Preferred Shares so redeemed shall simultaneously and without further action or notice be converted into that number of Common Units which is equal to the product of (i) the number of shares of Common Stock issued and sold by the General Partner to generate the sale proceeds used to redeem such Series A Preferred Shares, multiplied by (ii) the Conversion Factor.

Appears in 2 contracts

Sources: Limited Partnership Agreement (General Growth Properties Inc), Limited Partnership Agreement (General Growth Properties Inc)