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) 100,000,000 shares of Common Stock, of which, 27,941,290 are issued and outstanding and 1,864,616 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreements, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the Transactions) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 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 capital stock of the Company consists of (A) 100,000,000 1,000,000,000 shares of Common Stock, of which, 27,941,290 which 14,707,000 are issued and outstanding and 1,864,616 16,002,004 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, (B) 10,000,000 shares of Preferred Stock, none of which are issued and outstanding. As of the Closing Date, the authorized capital stock of the Company will consist of (A) 1,000,000,000 shares of Common Stock subscribed Stock, of which, 14,707,000 will be issued and outstanding and 16,002,004 shares will be reserved for by certain other subscribers issuance pursuant to those certain stock subscription agreements, dated Convertible Securities (as of November 10, 2023 and December 10, 2023, each by and among defined below) (other than the Company, SPAC and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsWarrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 shares of Preferred Stock, none 10,756 of which are will be issued and outstanding. No shares of Common Stock are held in the treasury of the CompanyCompany as of the date hereof and no shares of Common Stock will be held in the treasury of the Company as of the Closing Date. “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) 100,000,000 70,000,000 shares of Common Stock, of which, 27,941,290 6,234,582 are issued and outstanding and 1,864,616 9,192,500 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, (B) 1,000,000 shares of Preferred Stock, none of which are issued and outstanding. As of the Closing Date, the authorized capital stock of the Company will consist of (A) 1,000,000,000 shares of Common Stock subscribed Stock, of which, 11,234,582 will be issued and outstanding and 9,575,151 shares will be reserved for by certain other subscribers issuance pursuant to those certain stock subscription agreements, dated Convertible Securities (as of November 10, 2023 and December 10, 2023, each by and among defined below) (other than the Company, SPAC Notes and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsWarrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 shares of Preferred Stock, none 2,637 of which are will be issued and outstanding. No shares of Common Stock are held in the treasury of the CompanyCompany as of the date hereof and no shares of Common Stock will be held in the treasury of the Company as of the Closing Date. “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) 100,000,000 500,000,000 shares of Common Stock, of which, 27,941,290 32,666,241 are issued and outstanding and 1,864,616 141,020,795 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreements, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsNote) exercisable or exchangeable for, or convertible into, shares of Common Stock and Stock, (B) 10,000,000 25,000,000 shares of Class B Common Stock, of which, none is issued and outstanding and none is reserved for issuance pursuant to Convertible Securities exercisable or exchangeable for, or convertible into, shares of Class B Common Stock, and (C) (I) 1,000,000 shares of Series A Cumulative Redeemable Preferred Stock, 7,040 of which are issued and outstanding, (II) 50,000 shares of Series C Convertible Preferred Stock, 44,000 of which are issued and outstanding, (III) 2,000,000 shares of Series D Cumulative Redeemable Perpetual Preferred Stock, 323,835 of which are issued and outstanding, and (IV) 21,950,000 shares of undesignated Preferred Stock, none of which are is 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 hereofhereof and as of the Closing, the authorized capital stock of the Company consists of (A) 100,000,000 1,600,000,000 shares of Common Stock, of which, 27,941,290 which 581,819,726 are issued and outstanding as of the date hereof and 1,864,616 30,938,048 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreementsNotes, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC and the subscriber Company securities set forth on the signature pages theretoSchedule 3(r)(i), and any other securities that have been agreed to be issued in connection with the TransactionsSeries C Preferred Stock (as defined below)) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 100,000,000 shares of preferred stock, par value $0.01 per share, of which 8,000,000 shares are designated as Series C convertible preferred stock (the “Series C Preferred Stock”), none of which 6,123,782 shares of Series C Preferred Stock 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 (including, without limitation, Common Stock) or other security of the Company (including, without limitation, any rights, warrants or options to subscribe for or purchase shares of Common StockStock 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) 100,000,000 1,000,000,000 shares of Common Stock, of which 51,583,638 are issued and outstanding and 174,430,026 shares are reserved for issuance pursuant to Common Stock Equivalents (as defined below) (other than the Series C Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, (B) 10,000,000 shares of Preferred Stock, of which 8,217 are issued and outstanding. As of the Closing Date, the authorized capital stock of the Company will consist of (A) 1,000,000,000 shares of Common Stock, of which, 27,941,290 are 51,583,638 will be issued and outstanding and 1,864,616 241,530,147 shares are will be reserved for issuance pursuant to Convertible Securities Common Stock Equivalents (as defined below) (such amounts do not include other than the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreements, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsWarrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 shares of Preferred Stock, none 9,629 of which are will be issued and outstanding. No shares of Common Stock are held in the treasury of the CompanyCompany as of the date hereof and no shares of Common Stock will be held in the treasury of the Company as of the Closing Date. “Convertible SecuritiesCommon Stock Equivalents” 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 Closing, the authorized capital stock of the Company consists of (A) 100,000,000 shares of Common Stock, of which, 27,941,290 26,591,438 are issued and outstanding and 1,864,616 15,742,606 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreements, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC Exchange Notes and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsExchange Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 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 hereofof this Agreement and as of the Initial Closing, the authorized capital stock of the Company consists of three hundred and ten million (A310,000,000) 100,000,000 shares of Common Stock, of which, 27,941,290 213,460,100 are issued and outstanding (excluding (x) shares of Common Stock sold pursuant to the Company’s ATM Sales Program between the date of this Agreement and 1,864,616 the Initial Closing and (y) restricted stock units vested between the date of this Agreement and the Initial Closing which are set forth on Schedule 3(r)(i)); twenty five million (25,000,000) shares of preferred stock, par value $0.001 per share, of which, none are issued and outstanding; and 16,239,916 shares of Common Stock are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreements, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsNotes) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 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 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 hereofhereof and as of the Closing, the authorized capital stock of the Company consists of (A) 100,000,000 800,000,000 shares of Common Stock, of which, 27,941,290 which 568,222,559 are issued and outstanding as of the date hereof and 1,864,616 31,073,400 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreementsNotes, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC and the subscriber Company securities set forth on the signature pages theretoSchedule 3(t)(i), and any other securities that have been agreed to be issued in connection with the TransactionsSeries C Preferred Stock (as defined below)) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 100,000,000 shares of preferred stock, par value $0.01 per share, of which 8,000,000 shares are designated as Series C convertible preferred stock (the “Series C Preferred Stock”), none of which 6,123,782 shares of Series C Preferred Stock 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 (including, without limitation, Common Stock) or other security of the Company (including, without limitation, any rights, warrants or options to subscribe for or purchase shares of Common StockStock 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) 100,000,000 shares of Common Stock, of which, 27,941,290 43,848,066 are issued and outstanding and 1,864,616 11,585,195 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreements, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC Notes and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsWarrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 (I) 1,200 shares of Series A Preferred Stock, 882 of which are issued and outstanding, (II) 12,000 shares of Series B Preferred Stock, 8,637.5 of which are issued and outstanding, (III) 2,500 shares of Series C Preferred Stock, 1,362.5 of which are issued and outstanding and (IV) 4,984,300 shares of undesignated Preferred Stock, none of which are is 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 hereofof this Agreement and as of the Initial Closing, the authorized capital stock of the Company consists of (A) 100,000,000 50,000,000 shares of Common Stock, of which, 27,941,290 26,542,890 are issued and outstanding and 1,864,616 6,832,913 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreements, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC Notes and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsWarrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 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) 100,000,000 shares of Common Stock, of which, 27,941,290 27,841,290 are issued and outstanding and 1,864,616 9,701,182 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Common Stock subscribed for by new series of Senior Secured Convertible Notes of the Company, in the aggregate original principal amount of $1,000,000, substantially in the form attached as Exhibit A (the “Notes”) to that certain other subscribers pursuant to those certain stock subscription agreementssecurities purchase agreement, dated as of November 10the date hereof, 2023 and December 10, 2023, each by and among the Company, SPAC and the subscriber set forth on the signature pages theretoSubscriber, and any other securities that have been agreed to be issued in connection being subscribed for concurrently with the Transactionsentry into this Subscription Agreement) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 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 capital stock of the Company consists of (A) 100,000,000 shares of Common Stock, of which, 27,941,290 are issued and outstanding and 1,864,616 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include the Common Stock subscribed for by certain other subscribers pursuant to those certain stock subscription agreements, dated as of November 10, 2023 and December 10, 2023, each by and among the Company, SPAC and the subscriber subscribers set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the Transactions) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 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 capital stock of the Company consists of (A) 100,000,000 70,000,000 shares of Common Stock, of which, 27,941,290 which 6,234,582 are issued and outstanding and 1,864,616 9,192,500 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (such amounts do not include other than the Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, (B) 1,000,000 shares of Preferred Stock, none of which are issued and outstanding. As of the Closing Date, the authorized capital stock of the Company will consist of (A) 1,000,000,000 shares of Common Stock subscribed Stock, of which, 11,234,582 will be issued and outstanding and 9,575,151 shares will be reserved for by certain other subscribers issuance pursuant to those certain stock subscription agreements, dated Convertible Securities (as of November 10, 2023 and December 10, 2023, each by and among defined below) (other than the Company, SPAC and the subscriber set forth on the signature pages thereto, and any other securities that have been agreed to be issued in connection with the TransactionsWarrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 shares of Preferred Stock, none 2,637 of which are will be issued and outstanding. No shares of Common Stock are held in the treasury of the CompanyCompany as of the date hereof and no shares of Common Stock will be held in the treasury of the Company as of the Closing Date. “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.