HOLDING Stock definition

HOLDING Stock means the common stock, par value $.01 per share, of HOLDING.
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HOLDING Stock means the Holding Preferred Stock and the Holding Common Stock.
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HOLDING Stock has the meaning specified in Section 2.1(b).
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Examples of HOLDING Stock in a sentence

  • Any term of this Agreement may be amended and the observance of any term of this Agreement may be waived only with the written consent of HOLDING, NEWCO, the COMPANY and STOCKHOLDERS who will hold or who hold at least 50% of the HOLDING Stock issued or to be issued upon consummation of the Merger.

  • The shares of HOLDING Stock to be issued to the STOCKHOLDERS pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Section 16 hereof.

  • Notwithstanding any other provision of this Section 16, HOLDING shall not be obligated to register shares of HOLDING Stock held by any STOCKHOLDER at any time when the resale provisions of Rule 144(k) (or any successor provision) promulgated under the 1933 Act are available to such STOCKHOLDER for such shares.

  • Any amendment or waiver effected in accordance with this Section 18.14 shall be binding upon each of the parties hereto, any other person receiving HOLDING Stock in connection with the Merger and each future holder of such HOLDING Stock.

  • At the time of issuance thereof, the HOLDING Stock to be delivered to the STOCKHOLDERS pursuant to this Agreement will constitute valid and legally issued shares of HOLDING, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Section 15 hereof, will be identical in all material and substantive respects to the HOLDING Stock issued and outstanding as of the date hereof by reason of the provisions of the Delaware GCL.

  • The closing of the sale of the HOLDING Stock to the Underwriters in the IPO shall have occurred simultaneously with the Closing Date hereunder.

  • HOLDING shall maintain its authorized capital stock as set forth in the Registration Statement filed with the SEC except for such changes in authorized capital stock as are made to respond to comments made by the SEC or requirements of any exchange or automated trading system for which application is made to register the HOLDING Stock.

  • Such STOCKHOLDER does not have, or hereby waives, any preemptive or other right to acquire shares of COMPANY Stock or HOLDING Stock that such STOCKHOLDER has or may have had, other than rights of such STOCKHOLDER to acquire HOLDING Stock pursuant to (i) this Agreement or (ii) any option granted by HOLDING.

  • HOLDING agrees that at the Closing, it shall reserve and set aside options to purchase shares of HOLDING Stock to be allocated to the officers and employees of the COMPANY and the Other Founding Companies representing, in the aggregate, 6% of the HOLDING Stock outstanding as of the close of the IPO.

  • For purposes of calculating the value of the HOLDING Stock received or delivered by a STOCKHOLDER (for purposes of determining the Indemnification Threshold, limitation on indemnity set forth in the second preceding sentence and the amount of any indemnity paid), the HOLDING Stock shall be valued at its initial public offering price as set forth in the Registration Statement.


More Definitions of HOLDING Stock

HOLDING Stock of a covered product means:
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Related to HOLDING Stock

  • Voting Equity Interests means Equity Interests in a corporation or other Person with voting power under ordinary circumstances entitling the holders thereof to elect the Board of Directors or other governing body of such corporation or Person.

  • Existing Equity Interests means any Equity Security, including all issued, unissued, authorized, or outstanding shares of capital stock and any other common stock, preferred stock, limited liability company interests, and any other equity, ownership, or profit interests of Mariposa Intermediate, including all options, warrants, rights, stock appreciation rights, phantom stock rights, restricted stock units, redemption rights, repurchase rights, convertible, exercisable, or exchangeable securities, or other agreements, arrangements, or commitments of any character relating to, or whose value is related to, any such interest or other ownership interest in Mariposa Intermediate, whether or not arising under or in connection with any employment agreement and whether or not certificated, transferable, preferred, common, voting, or denominated “stock” or a similar security.

  • Holdings Common Stock means the common stock, par value $0.01 per share, of Holdings.

  • New Equity Interests means the limited liability company

  • Outstanding Shares means those Shares recorded from time to time in the books of the Trust or its transfer agent as then issued and outstanding, but shall not include Shares which have been redeemed or repurchased by the Trust and which are at the time held in the treasury of the Trust.

  • Exempt Securities has the meaning set forth in Section 4.4(d).

  • Qualifying Equity Interests means Equity Interests of the Company other than Disqualified Stock.

  • voting equity securities means equity securities having voting power for the election of directors, whether at all times or only so long as no senior class of security has such voting power by reason of any contingency.

  • Special Equity Interest means any Equity Interest that is subject to a Lien in favor of creditors of the issuer of such Equity Interest provided that (a) such Lien was created to secure Indebtedness owing by such issuer to such creditors, (b) such Indebtedness was (i) in existence at the time the Obligors acquired such Equity Interest, (ii) incurred or assumed by such issuer substantially contemporaneously with such acquisition or (iii) already subject to a Lien granted to such creditors and (c) unless such Equity Interest is not intended to be included in the Collateral, the documentation creating or governing such Lien does not prohibit the inclusion of such Equity Interest in the Collateral.

  • Common Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Common Warrants shall be exercisable immediately and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Qualified Equity Interests means any Equity Interests that are not Disqualified Equity Interests.

  • Designated Preferred Stock means Preferred Stock of the Company or any direct or indirect parent of the Company (other than Disqualified Stock), that is issued for cash (other than to the Company or any of its Subsidiaries or an employee stock ownership plan or trust established by the Company or any of its Subsidiaries) and is so designated as Designated Preferred Stock, pursuant to an Officers’ Certificate, on the issuance date thereof.

  • Company Outstanding Shares means the total number of shares of Company Common Stock outstanding immediately prior to the Effective Time, expressed on a fully-diluted and as-converted to Company Common Stock basis.

  • Foreign Subsidiary Voting Stock the voting Capital Stock of any Foreign Subsidiary.

  • Equity Interests means Capital Stock and all warrants, options or other rights to acquire Capital Stock (but excluding any debt security that is convertible into, or exchangeable for, Capital Stock).

  • Equity Stock means all classes or series of capital stock of the Company authorized under the Charter, including, without limit, its common stock, $.001 par value per share, and preferred stock, $.001 par value per share.

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Capital Stock Sale Proceeds means the aggregate cash proceeds received by the Company from the issuance or sale (other than to a Subsidiary of the Company or an employee stock ownership plan or trust established by the Company or any such Subsidiary for the benefit of their employees) by the Company of its Capital Stock (other than Disqualified Stock) after the Issue Date, net of attorneys’ fees, accountants’ fees, underwriters’ or placement agents’ fees, discounts or commissions and brokerage, consultant and other fees actually incurred in connection with such issuance or sale and net of taxes paid or payable as a result thereof.

  • Total Outstanding Shares means the aggregate number of shares of Company Capital Stock issued and outstanding immediately prior to the Effective Time.

  • Rolling Stock means locomotives and other railway vehicles and includes related spare parts;

  • Permitted Preferred Stock means and refers to any Preferred Stock issued by a Borrower (and not by one or more of its Subsidiaries) that is not Prohibited Preferred Stock.

  • Common Stock Outstanding means, at any given time, the number of shares of Common Stock issued and outstanding at such time.

  • Preferred Equity Interests means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Working Stock means the volume of Crude Petroleum required by the Carrier, at initiating locations where the Carrier owns tankage, to float tank roofs to working levels and to maintain that level and for terminal piping.