Additional Share Issuances. For a period of twelve months after the Closing Date, NT may not issue more than five percent (5%) of the total outstanding shares of NT as of the Closing Date under an exemption from registration under the Securities Act pursuant to Form S8 or similar form.
Additional Share Issuances. The Company is not under any obligation or binding commitment to issue additional shares of its stock to any person or entity.
Additional Share Issuances. In the event that on or before the 240th day following the Effective Date, the Company effects a Subsequent Placement at a per share price less than the lesser of (a) the Per Share Market Value on the date of such Subsequent Placement or (b) the Per Share Price, then, and upon the closing of such Subsequent Placement the Company shall issue to each Purchaser a number of additional shares of Common Stock determined in accordance with the following formula: Additional Shares to be issued = (N+X -1) Multiplied by (Z) ---- (N+M Where: N = total shares outstanding prior to dilutive issuance M = additional shares that the consideration received by the Company in the dilutive issuance would have purchased using the original deal price X = number of shares issued in the dilutive issuance Z = the number of shares of Common Stock purchased by such Purchaser The Per Share Price and the number of shares of Common Stock purchased by such Purchaser shall be proportionately adjusted by reason of any recapitalization, combination, stock split, stock dividend or the like with respect to the Common Stock.
Additional Share Issuances. 8.1 At any time, the Optionor shall have the right to purchase up to 10% of the Shares offered in a private placement of EVG of equity securities during the term of this Agreement, with the Optionor’s purchase subject to the same terms and conditions as other purchasers participating in the offering. The Optionor will be required to exercise this right within five (5) business days of an announcement of a private placement.
Additional Share Issuances. Seller agrees that it shall not -------------------------- issue any capital stock or securities convertible into capital stock ("Seller's Securities") between the date hereof and the Closing Date if the issuance of such Seller's Securities would cause the aggregate number of shares of capital stock of Seller held by the Shareholders (without including the affirmative vote of shares of Seller's capital stock not held by the Shareholders (other than those shareholders of Seller referred to in Section 10.9 below)) to represent less than the requisite number of voting securities of Seller required to approve the Transactions under applicable law at the shareholder meeting referred to in Section 10.1 above.
Additional Share Issuances. In addition to the shares issued in the Exchange, shares will be issued to the entities listed on Schedule 3.05 attached hereto, which shall include approximately 1,300,000 restricted shares or 2% of the total outstanding shares on a fully diluted basis to Common Solutions, LLC (the "Additional Shares"). The Additional Shares shall be registered in the filing of Flagship's registration statement.
Additional Share Issuances. 9 SECTION 4 Representations and Warranties of the Purchasers..............9
Additional Share Issuances. (i) If at any time, pursuant to the Arrangement Agreement, dated October 20, 2010, as amended, among the Company, Old DecisionPoint and MergerSub (the “Arrangement Agreement”), the Company is required to issue additional shares of Common Stock (the “Additional Shares Issuance”) to its shareholders, the Company shall issue to the Holder and its affiliate such number of shares of Common Stock as is necessary for the Holder and its affiliate to maintain the same beneficial ownership percentage, on a fully diluted basis, after the Additional Shares Issuance as they had before the Additional Shares Issuance.
Additional Share Issuances. Until the Closing Date (or such earlier date on which this Agreement may be terminated pursuant to Section 5.2), except with respect to (i) the issue of Common Shares pursuant to the terms of outstanding Issuer Debentures or Equity Securities of the Issuer, and (ii) the grant of equity compensation under the Issuer Incentive Plans in the ordinary course of business and consistent with past practice (including dividend equivalents), without the prior written consent of the Investor, the Issuer shall not, and shall cause its Subsidiaries not to, issue any Equity Securities.
Additional Share Issuances. For so long as the Note is outstanding, if at any time after the date of this Agreement the Company issues additional shares of Common Stock (other than as a result of Common Stock Equivalents already issued prior to the date of this Agreement) or Common Stock Equivalents of the Company in an amount which exceeds 25% in the aggregate, whether through one or multiple issuances, of the fully diluted shares of capital stock of the Company as of the Closing Date, and currently as set forth on Schedule 5(k) (an “Additional Shares Issuance”), then provided the proceeds of such issuance are not being used to pay all outstanding amounts owed to Purchaser under the Note, the Company shall issue to Purchaser and Sigma Capital Advisors, LLC, respectively, such number of shares of Common Stock as is necessary for Purchaser and Sigma Capital Advisors, LLC to maintain the same beneficial ownership percentage of capital stock of the Company, on a fully diluted basis, after the Additional Shares Issuance as they had immediately before the Additional Shares Issuance. If, at the time of any Additional Shares Issuance, Purchaser has not converted all or a portion of the Conversion Amount as contemplated by Section 4.1 of the Note (the “Unconverted Amount”), the Company shall reserve for future issuance to Purchaser upon any subsequent conversion, and shall issue to Purchaser upon any subsequent conversion, such number of shares of Common Stock as to which Purchaser would have been entitled hereunder had Purchaser converted the Unconverted Amount immediately prior to the Additional Shares Issuance. Notwithstanding the above, this provision shall only apply to beneficial ownership resulting from transactions under this Agreement or the Advisory Services Agreement and shall not apply to the Company’s issuance of Common Stock or Common Stock Equivalents in connection with the Company’s acquisition of another Person or the material portion of the assets of another Person, which transaction results in operating cash flow in excess of any related debt service.
