Common use of Authorized and Outstanding Capital Stock Clause in Contracts

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 shares of Common Stock, of which, 16,533,291 are issued and outstanding and 170,000 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 shares of Preferred Stock, 764,618 of which are issued and outstanding. Zero shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Vinco Ventures, Inc.), Securities Purchase Agreement (Vinco Ventures, Inc.)

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Authorized and Outstanding Capital Stock. As of the date hereofOctober 31, 2021, the authorized capital stock of the Company consists of (A) 250,000,000 82,500,000 shares of Common Stock, of which, 16,533,291 43,179,241 are issued and outstanding and 170,000 shares 499,655shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero 300,000 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (GreenBox POS)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 200,000,000 shares of Common Stock, of which, 16,533,291 19,454,181 are issued and outstanding and 170,000 21,232,158 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 50,000,000 shares of Preferred Stock, 764,618 503,328 of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Crown Electrokinetics Corp.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 500,000,000 shares of Common Stock, of which, 16,533,291 404,311,784 are issued and outstanding and 170,000 95,688,216 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsPreferred Shares) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 10,000,000 shares of Preferred Stock, 764,618 3,500 of which are issued and outstanding. Zero 10 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Delcath Systems, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 150,000,000 shares of Common Stock, of which, 16,533,291 88,034,511 are issued and outstanding and 170,000 28,799,493 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 1,800,000 shares of Series B Preferred Stock, 764,618 1,136,210 of which are issued and outstanding. Zero 354,609 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or or, as the context may require, any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or or, as the context may require, any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (PAVmed Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 1.0 billion shares of Common Stock, of which, 16,533,291 9.0 million are issued and outstanding as of the date hereof and 170,000 shares 71.1 million are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) ), in each case exercisable or exchangeable for, or convertible into, shares of Common Stock Stock, and (B) 30,000,000 10.0 million shares of Preferred Stock, 764,618 of which 85 shares are issued and outstanding. Zero shares One share of Common Stock are is held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Exchange Agreement (Delcath Systems, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereofclose of business on August 18, 2023, the authorized capital stock of the Company consists of (A) 250,000,000 1,600,000,000 shares of Common Stock, of which, 16,533,291 856,326,046 are issued and outstanding and 170,000 66,265,238 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 150,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nikola Corp)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 800,000,000 shares of Common Stock, of which, 16,533,291 63,652,003 are issued and outstanding and 170,000 82,035,507 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 50,000,000 shares of Preferred Stock, 764,618 568,701 of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Crown Electrokinetics Corp.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 shares of Common Stock, of which, 16,533,291 233,140,993 shares of Common Stock are issued and outstanding and 170,000 [ ] shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 (w) [ ] shares of Preferred Stock, 764,618 [ ] of which are issued and outstanding. Zero [ ] shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Vinco Ventures, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 100,000,000 shares of Common Stock, of which, 16,533,291 46,322,927 are issued and outstanding and 170,000 12,644,000 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 20,000,000 shares of Preferred Stock, 764,618 13,625 of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or or, as the context may require, any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or or, as the context may require, any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Lucid Diagnostics Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 300,000,000 shares of Common Stock, of which, 16,533,291 42,802186 are issued and outstanding and 170,000 24,795,049 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Splash Beverage Group, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 150,000,000 shares of Common Stock, of which, 16,533,291 5,308,079 are issued and 5,307,798 are outstanding and 170,000 1,908,080 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 902,670 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero 281 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Gaucho Group Holdings, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 100,000,000 shares of Common Stock, of which, 16,533,291 6,625,147 are issued and outstanding and 170,000 93,374,853 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 1,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (EF Hutton Acquisition Corp I)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 50,000,000 shares of Common Stock, of which, 16,533,291 14,932,000 are issued and outstanding and 170,000 12,057,000 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 1,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero As of the date hereof, no shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Health Acquisition Corp.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 300 million shares of Common Stock, of which, 16,533,291 33,912,724 are issued and outstanding and 170,000 18,590,054 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 10 million shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ocean Biomedical, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 175 million shares of Common Stock, of which, 16,533,291 52,035,399 are issued and outstanding as of the date hereof and 170,000 shares 122,964,601 are reserved available for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) ), in each case exercisable or exchangeable for, or convertible into, shares of Common Stock Stock, and (B) 30,000,000 5 million shares of Preferred Stock, 764,618 of which no shares are issued and outstanding. Zero Five million shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Exchange Agreement (RYVYL Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 500,000,000 shares of Common Stock, of which, 16,533,291 which 65,258,194 are issued and outstanding and 170,000 36,605,675 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Common Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 75,000,000 shares of Common Stock, of which, 16,533,291 which 14,506,887 are issued and outstanding and 170,000 7,654,011 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 24,984,166 shares of Preferred Stock, 764,618 par value $0.0001 per share, of which (1) none of which are designated as to series and (2) none are issued and outstanding. Zero shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Subscription Agreement (Odyssey Marine Exploration Inc)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 50,000,000 shares of Common Stock, of which, 16,533,291 14,932,000 are issued and outstanding and 170,000 12,057,000 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 1,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero As of the date hereof, no shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Health Acquisition Corp.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 500,000,000 shares of Common Stock, of which, 16,533,291 which 89,054,471 are issued and outstanding and 170,000 174,387,950 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 800,000,000 shares of Common Stock, of which, 16,533,291 63,652,003 are issued and outstanding and 170,000 115,410,368 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 50,000,000 shares of Preferred Stock, 764,618 568,701 of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Crown Electrokinetics Corp.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 100,000,000 shares of Common Stock, of which, 16,533,291 1,248,918 are issued and outstanding and 170,000 [ ] shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 3,000,000 shares of Preferred Stock, 764,618 [ ] of which are issued and outstanding. Zero 51 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Aditxt, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 500,000,000 shares of Common Stock, of which, 16,533,291 are issued and outstanding and 170,000 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 10,000,000 shares of Preferred Stock, 764,618 590 of which are issued and outstanding. Zero 10 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Delcath Systems, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 100,000,000 shares of Common Stock, of which, 16,533,291 million are issued and outstanding as of the date hereof and 170,000 shares 35,500,000 million are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) ), in each case exercisable or exchangeable for, or convertible into, shares of Common Stock Stock, and (B) 30,000,000 10 million shares of Preferred Stock, 764,618 of which 7,040 shares are issued and outstanding. Zero 4,000,000 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Exchange Agreement (Toughbuilt Industries, Inc)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 100,000,000 shares of Common Stock, of which, 16,533,291 13,255,112 are issued and outstanding and 170,000 5,288,864 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 10,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (TruGolf Holdings, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 100 million shares of Common Stock, of which, 16,533,291 5,549,852 are issued and outstanding as of the date hereof and 170,000 shares 93,394,049 are reserved available for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) ), in each case exercisable or exchangeable for, or convertible into, shares of Common Stock Stock, and (B) 30,000,000 five million shares of Preferred Stock, 764,618 of which 6,000 shares are issued and outstanding. Zero Five million shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Exchange Agreement (RYVYL Inc.)

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Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 75,000,000 shares of Common Stock, of which, 16,533,291 27,080,487 are issued and outstanding and 170,000 7,197,855 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 of which are one share of voting preferred stock is issued and outstandingoutstanding with voting power equivalent to 385,947 shares of Common Stock. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Akerna Corp.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 300,000,000 shares of Common Stock, of which, 16,533,291 which 109,690,081 are issued and outstanding and 170,000 146,807,686 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 20,000,000 shares of Preferred Stock, 764,618 503,265 of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Heart Test Laboratories, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 75,000,000 shares of Common Stock, of which, 16,533,291 13,258,707 are issued and outstanding and 170,000 6,214,579 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Akerna Corp.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A1) 250,000,000 100,000,000 shares of Common Stock, of which, 16,533,291 45,122,841 are issued and outstanding and 170,000 13,207,806 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B2) 30,000,000 10,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero 133,692 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Form of Securities Purchase Agreement (Uni-Pixel)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 25,000,000 shares of Common Stock, of which, 16,533,291 20,555,878 are issued and outstanding and 170,000 169,965 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 2,500,000 shares of Series A Mandatory Convertible Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Liqtech International Inc)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 500,000,000 shares of Common Stock, of which, 16,533,291 490,022,209 are issued and outstanding and 170,000 9,977,791 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsPreferred Shares) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 10,000,000 shares of Preferred Stock, 764,618 3,500 of which are issued and outstanding. Zero 10 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Delcath Systems, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 600,000,000 shares of Common Stock, of which, 16,533,291 which 4,741,321 are issued and outstanding and 170,000 none of the shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Common Shares, the Prefunded Warrants, the outstanding shares of Preferred Stock, and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock Stock, and (B) 30,000,000 shares of Preferred Warrants that are exercisable into Common Stock, 764,618 of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Rebel Holdings Inc)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 450,000,000 shares of Common Stock, of which, 16,533,291 311,398,255 are issued and outstanding and 170,000 2,812,497 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 75,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Workhorse Group Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 2,000,000,000 shares of Common Stock, of which, 16,533,291 124,440,923 are issued and outstanding as of the date hereof and 170,000 shares 189,861,194 of which are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) ), in each case exercisable or exchangeable for, or convertible into, shares of Common Stock Stock, and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 of which 49,377 are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries).

Appears in 1 contract

Samples: Exchange Agreement (Inpixon)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 100,000,000 shares of Common Stock, of which, 16,533,291 44,879,846 are issued and outstanding and 170,000 no shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Arcimoto Inc)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 50,000,000 shares of Common Stock, of which, 16,533,291 32,084,670 are issued and outstanding and 170,000 17,915,330 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 shares of Preferred Stock, 764,618 of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Addentax Group Corp.)

Authorized and Outstanding Capital Stock. As of the date hereofclose of business on December 28, 2022, the authorized capital stock of the Company consists of (A) 250,000,000 800,000,000 shares of Common Stock, of which, 16,533,291 512,785,485 are issued and outstanding and 170,000 157,679,167 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 150,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nikola Corp)

Authorized and Outstanding Capital Stock. As of the date hereofof this Agreement and as of the Closing, the authorized capital stock of the Company consists of five hundred fifty million (A550,000,000) 250,000,000 shares of Common Stock, of which, 16,533,291 259,107,380 are issued and outstanding outstanding; ten million (10,000,000) shares of preferred stock, par value $0.0001 per share, of which, none are issued and 170,000 outstanding; and 53,962,090 shares of Common Stock are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 shares of Preferred Stock, 764,618 of which are issued and outstanding. Zero shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common StockStock and any rights, warrants or options to subscribe for or purchase shares of Common Stock or Convertible Securities (collectively, “Options”)) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (9 Meters Biopharma, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 300,000,000 shares of Common Stock, of which, 16,533,291 46,631,088 are issued and outstanding and 170,000 4,473,283 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 5,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Splash Beverage Group, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereofMarch 31, 2019, the authorized capital stock of the Company consists of (A) 250,000,000 300,000,000 shares of Common Stock, of which, 16,533,291 13,878,772 are issued and outstanding and 170,000 approximately 1,238,673 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the WarrantsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 100,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero The Company is holding 173,690 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cosmos Holdings Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 500,000,000 shares of Common Stock, of which, 16,533,291 21,931,206 are issued and outstanding and 170,000 1,922,700 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock Stock, and (B) 30,000,000 10,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common StockStock and Options (as defined below)) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mohawk Group Holdings, Inc.)

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 250,000,000 100,000,000 shares of Common Stock, of which, 16,533,291 55,356,670 are issued and outstanding and 170,000 12,195,122 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 30,000,000 10,000,000 shares of Preferred Stock, 764,618 none of which are issued and outstanding. Zero no shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Appears in 1 contract

Samples: Securities Purchase Agreement (Senmiao Technology LTD)

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