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) 750,000,000 shares of Class A Common Stock, of which, 210,179,237 are issued and outstanding and 253,812,911 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (C) 15,000,000 shares of Preferred Stock, none of which are issued and outstanding. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized share capital stock of the Company consists of (A) 750,000,000 an unlimited number of shares of Class A Common Stock, of which, 210,179,237 150,855,536 shares are issued and outstanding and 253,812,911 93,627,103 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 shares an unlimited number of Preferred StockClass A Restricted Voting Shares, none of which no shares are issued and outstanding. No , and (C) an unlimited number of Class B Preferred Shares of which 7,916,380 shares of Common Stock are held in the treasury of the Companyissued and outstanding. “Convertible Securities” means any share 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 share capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 120,000,000 shares of Class A Common Stock, of which, 210,179,237 9,179,388 are issued and outstanding and 253,812,911 5,406,932 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Preferred Shares (as defined in the Asset Purchase Agreement)) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 5,000,000 shares of Preferred Stock, none of which are issued and outstanding. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 500,000,000 shares of Class A Common Stock, of which, 210,179,237 167,783,009 are issued and outstanding and 253,812,911 88,035,204 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 5,000,000 shares of Preferred Stock of which 1,000 shares have been designated as Series A Preferred Stock, none of which are issued and outstanding, 5,000 shares have been designated as Series B-1 Preferred Stock, none of which are issued and outstanding, and 5,000 shares have been designated as Series B-2 Preferred Stock, 5,000 of which are issued and outstanding. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 2,000,000,000 shares of Class A Common Stock, of which, 210,179,237 which 10,956,109 are issued and outstanding and 253,812,911 none of the shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesCommon Shares, the Preferred Shares, the outstanding shares of Preferred Stock, and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, Stock (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (C) 15,000,000 750,000,000 shares of Preferred Stock, none of which are issued and outstandingoutstanding and designated as Series A Preferred Stock (prior to the issuance of the Preferred Shares) and (C) 2,070,000 Warrants that are convertible into Common Stock. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 2,000,000,000 shares of Class A Common Stock, of which, 210,179,237 472,948,984 are issued and outstanding and 253,812,911 984,470,490 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 10,000,000 shares of Preferred Stock, none of which 2,000,000 shares have been designated as Series B Convertible Non-Voting Preferred Stock, 2,000,000 of which are issued and outstanding, and of which 2,000,000 shares have been designated as Series C Convertible Preferred Stock, 2,000,000 of which are issued and outstanding. No 1,527,051,016 shares of Common Stock are held in the treasury of the Company. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 500,000,000 shares of Class A Common Stock, of which, 210,179,237 3,262,303 are issued and outstanding and 253,812,911 74,525,623 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesPreferred Shares and the Common Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 (i) 1,725,000 shares of Series A Preferred Stock (the “Series A Preferred Stock”), none 835,950 of which are issued and outstanding, and (ii) 20,000 shares of Series C Preferred Stock (the “Series C Preferred Stock”), 15,230 of which are issued and outstanding. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 500,000,000 shares of Class A Common Stock, of which, 210,179,237 which 71,354,106 are issued and outstanding and 253,812,911 47,111,763 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesCommon Shares, the Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 5,000,000 shares of Preferred Stock, none of which are issued and outstandingoutstanding (prior to the issuance of the Preferred Shares). 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 500,000,000 shares of Class A Common Stock, of which, 210,179,237 162,500,425 are issued and outstanding and 253,812,911 18,748,382 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 5,000,000 shares of Preferred Stock of which 1,000 shares have been designated as Series A Preferred Stock, none of which are issued and outstanding, 5,000 shares have been designated as Series B-1 Preferred Stock, none of which are issued and outstanding, and 5,000 shares have been designated as Series B-2 Preferred Stock, all of which are issued and outstanding. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 500,000,000 shares of Class A Common Stock, of which, 210,179,237 121,222,615 are issued and outstanding and 253,812,911 622,719,024 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes) exercisable or exchangeable for, or convertible into, shares of Common Stock, Stock and (B) 150,000,000 5,000,000 shares of Class B Common Stock, Preferred Stock of which, 132,354,128 are issued and outstanding and no which 1,000 shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (C) 15,000,000 shares of have been designated as Series A Preferred Stock, none of which are issued and outstanding, 5,000 shares have been designated as Series B-1 Preferred Stock, none of which are issued and outstanding, and 5,000 shares have been designated as Series B-2 Preferred Stock, 5,000 of which are issued and outstanding. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 100,000,000 shares of Class A Common Stock, of which, 210,179,237 27,841,290 are issued and outstanding and 253,812,911 9,701,182 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and any other securities being subscribed for concurrently with the entry into this Agreement) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 10,000,000 shares of Preferred Stock, none of which are issued and outstanding. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized share capital stock of the Company consists of (A) 750,000,000 2,000,000,000 shares of Class A Common Stock, of which, 210,179,237 402,196,273 are issued and outstanding and 253,812,911 83,000,000 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 10,000,000 shares of Preferred Stock, none of which 2,000,000 shares have been designated as Series B Convertible Non-Voting Preferred Stock, 2,000,000 of which are issued and outstanding, and of which 2,000,000 shares have been designated as Series C Convertible Preferred Stock, 2,000,000 of which are issued and outstanding. No 1,597,803,727 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any share 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 share capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 75,000,000 shares of Class A Common Stock, of which, 210,179,237 27,080,487 are issued and outstanding and 253,812,911 7,197,855 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes) exercisable or exchangeable for, or convertible into, shares of Common Stock, Stock and (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (C) 15,000,000 5,000,000 shares of Preferred Stock, none of which are one share of voting preferred stock is issued and outstandingoutstanding with voting power equivalent to 385,947 shares of Common Stock. 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.

Authorized and Outstanding Capital Stock. As of the date hereofof this Agreement and as of the Initial Closing, the authorized capital stock of the Company consists of (A) 750,000,000 400,000,000 shares of Class A Common Stock, of which, 210,179,237 35,348,410 are issued and outstanding and 253,812,911 1,191,166 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, and (B) 150,000,000 10,000,000 shares of Class B Common Stockpreferred stock, par value $0.0001 per share, of which, 132,354,128 are issued and outstanding and which no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (C) 15,000,000 shares of Preferred Stock, none of which are issued and outstanding. 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 any rights, warrants or options to subscribe for or purchase shares of Common Stock or Convertible Securities (collectively, “Options”)) or any of its Subsidiaries.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 1,200,000,000 shares of Class A Common Stock, of which, 210,179,237 12,264,313 are issued and outstanding and 253,812,911 9,849,042 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 250 shares of Preferred Stock, none of which are issued and outstanding. No shares of Common Stock are held in the treasury of the Company, in each case, as detailed on Schedule 3(r)(ii) attached hereto (the “Capitalization Schedule”). “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.

Authorized and Outstanding Capital Stock. As of the date hereofof this Agreement and as of the Initial Closing, the authorized capital stock of the Company consists of (A) 750,000,000 200,000,000 shares of Class A Common Stock, of which, 210,179,237 21,710,312 are issued and outstanding and 253,812,911 31,016,160 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Exchange Notes) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 3,000,000 shares of Preferred Stock, none of which no shares are issued and outstanding, 105,000 shares of the Preferred Stock are designated Series A Convertible Preferred Stock. 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 any rights, warrants or options to subscribe for or purchase shares of Common Stock or Convertible Securities (collectively, “Options”)) or any of its Subsidiaries.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 500,000,000 shares of Class A Common Stock, of which, 210,179,237 27,077,444 are issued and outstanding and 253,812,911 29,920,657 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, and (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (C) 15,000,000 10,000,000 shares of Preferred Stock, none of which are issued and outstanding. All of such outstanding shares are duly authorized and have been, or upon issuance will be, validly issued and are fully paid and nonassessable. 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.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized share capital stock of the Company consists of (A) 750,000,000 2,000,000,000 shares of Class A Common Stock, of which, 210,179,237 694,701,083 are issued and outstanding and 253,812,911 1,031,373,188 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the NotesNotes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (CB) 15,000,000 10,000,000 shares of Preferred Stock, none of which 2,000,000 shares have been designated as Series B Convertible Non-Voting Preferred Stock, 2,000,000 of which are issued and outstanding, and of which 2,000,000 shares have been designated as Series C Convertible Preferred Stock, 2,000,000 of which are issued and outstanding. No 1,305,298,917 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any share 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 share capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

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) 750,000,000 shares of Class A Common Stock, of which, 210,179,237 259,107,380 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 253,812,911 outstanding; and 53,962,090 shares of Common Stock are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes) exercisable or exchangeable for, or convertible into, shares of Common Stock, (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (C) 15,000,000 shares of Preferred Stock, none of which are issued and outstanding. 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 any rights, warrants or options to subscribe for or purchase shares of Common Stock or Convertible Securities (collectively, “Options”)) or any of its Subsidiaries.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 A)150,000,000 shares of Class A Common Stock, of which, 210,179,237 4,602,780 are issued and outstanding as of the date hereof and 253,812,911 shares 5,686,642 are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes) ), in each case exercisable or exchangeable for, or convertible into, shares of Common Stock, and (B) 150,000,000 shares of Class B Common Stock, of which, 132,354,128 are issued and outstanding and no shares are reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Common Stock and (C) 15,000,000 5,000,000 shares of Preferred Stock, none of which (i) 400,000 have been designated as Series A Preferred Stock of which none are issued and outstanding; and, (ii) 100,000 have been designated as Series B Preferred Stock of which none are issued and outstanding, and (iii) one (1) has been designated as Special Voting Preferred Stock of which one (1) is issued and outstandingly. 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.