Common use of Capitalization of OSI Clause in Contracts

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately 49,155,774 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of August 7, 1998. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued in exchange for JKI's capital stock at the Effective Date, when issued and delivered, will be duly authorized, validly issued, fully paid and nonassessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Outback or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Outback are owned by OSI, free and clear of any lien or encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Outback Steakhouse Inc)

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Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately 49,155,774 48,030,588 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of August March 7, 19981997. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued in exchange for JKISI's capital stock at the Effective Date, when issued and delivered, will be duly authorized, validly issued, fully paid and nonassessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Outback or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Outback are owned by OSI, free and clear of any lien or encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Outback Steakhouse Inc)

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately 49,155,774 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of August 7, 1998. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued in exchange for JKIFAI's capital stock at the Effective Date, when issued and delivered, will be duly authorized, validly issued, fully paid and nonassessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Outback or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Outback are owned by OSI, free and clear of any lien or encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Outback Steakhouse Inc)

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately 49,155,774 48,536,158 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of August 7October 9, 19981997. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessablenon-assessable. The shares of OSI Common Stock to be issued in exchange for JKIHAI's capital stock at the Effective Date, when issued and delivered, will be duly authorized, validly issued, fully paid and nonassessablenon-assessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Outback or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Outback are owned by OSI, free and clear of any lien or encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Outback Steakhouse Inc)

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately 49,155,774 48,030,588 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of August March 7, 19981997. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued in exchange for JKIWAI's capital stock at the Effective Date, when issued and delivered, will be duly authorized, validly issued, fully paid and nonassessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Outback or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Outback are owned by OSI, free and clear of any lien or encumbrance.. 4.8

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Outback Steakhouse Inc)

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Capitalization of OSI. The authorized capital stock of OSI consists of Two One Hundred Million (200,000,000100,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately 49,155,774 47,168,230 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of August 7March 8, 19981996. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued in exchange for JKINSC's capital stock at the Effective Date, when issued and delivered, will be duly authorized, validly issued, fully paid and nonassessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Outback or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Outback are owned by OSI, free and clear of any lien or encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Outback Steakhouse Inc)

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately 49,155,774 48,559,385 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of August 7March 18, 1998. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued in exchange for JKITI's capital stock at the Effective Date, when issued and delivered, will be duly authorized, validly issued, fully paid and nonassessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Outback or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Outback are owned by OSI, free and clear of any lien or encumbrance.capital

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Outback Steakhouse Inc)

Capitalization of OSI. The authorized capital stock of OSI consists of Two Hundred Million (200,000,000) shares of Common Stock, $.01 par value and Two Million (2,000,000) shares of Preferred Stock, $.01 par value, of which approximately 49,155,774 48,030,588 shares of Common Stock and no shares of Preferred Stock were issued and outstanding as of August March 7, 19981997. All of the issued and outstanding shares of OSI Common Stock have been duly authorized and validly issued and are fully paid and nonassessable. The shares of OSI Common Stock to be issued in exchange for JKINAI's capital stock at the Effective Date, when issued and delivered, will be duly authorized, validly issued, fully paid and nonassessable. As of the date hereof, except for (i) employee and director stock options to acquire shares of OSI Common Stock and (ii) employee stock ownership plans, there are no options, warrants or other rights, agreements or commitments outstanding obligating Outback or OSI to issue shares of its capital stock. All of the outstanding shares of capital stock of Outback are owned by OSI, free and clear of any lien or encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Outback Steakhouse Inc)

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