definiens: means ( i ) the ﬁrst dividend paid by the Company with respect to its Common Stock ( other than pro rata dividends paid solely in additional shares of Common Stock ), ( ii ) if the Company has previously paid a cash dividend with respect to its the Company has previously paid a cash dividend with respect to its Common Stock, the payment by the Company of a dividend with respect to its Common Stock ( other than pro rata dividends paid solely in additional shares of Common Stock ) if the per share amount of such dividend, when taken together with the aggregate per share amount of cash dividends paid by the Company within the preceding 12 months, exceeds 5 % of the Company 's net earnings per share ( determined in accordance with GAAP ) for such 12 month period or ( iii ) the payment by the Company of a dividend with respect to any capital stock other than Common Stock unless such dividend is required by the instrument creating such capital stock