Certificate of Designation of Preferred Stock (Convertible, Double-Dip Participating)

by Practical Law Corporate & Securities

A Certificate of Designation (COD) for a Delaware corporation issuing a series of convertible, double-dip participating preferred stock in connection with a private equity transaction, such as a growth equity investment into a private company. This Standard Document assumes a cumulative (and compounding), participating dividend and a senior participating liquidation preference (without a cap) for preferred stock with conversion, voting, and redemption rights. This document is drafted in favor of the investor, but is intended to be reasonable and contains common COD provisions. It has integrated notes with important explanations and drafting and negotiating tips.