Capitalization of the Seller. The Seller's authorized capital stock ---------------------------- consists of (a) 1,000,000 shares of Preferred Stock, $0.01 par value, none of which are issued and outstanding and (b) 35,000,000 shares of Common Stock, $0.01 par value, of which 22,685,024 shares are issued and outstanding. All of such outstanding shares have been duly and validly issued and are fully paid and nonassessable.
Appears in 1 contract
Capitalization of the Seller. The Seller's authorized capital stock ---------------------------- consists of (ai) 1,000,000 20,000,000 shares of Common Stock, no par value, of which 3,516,087 shares are issued and outstanding, and (ii) 1,500,000 shares of Preferred Stock, $0.01 par value, none of which are issued and outstanding and (b) 35,000,000 shares of Common Stock, $0.01 no par value, of which 22,685,024 1,500,000 shares are issued and outstanding. All of such outstanding shares have been duly and validly issued and are fully paid and nonassessable. The Seller has provided the Buyer a true and accurate list of the record and beneficial stockholders of the Seller as of the date hereof.
Appears in 1 contract
Capitalization of the Seller. The Seller's authorized capital stock ---------------------------- consists of (a) 1,000,000 shares of Preferred Stock, $0.01 par value, none of which are issued and outstanding and (b) 35,000,000 750 shares of Common Stock, $0.01 no par value, of which 22,685,024 100 shares are issued and outstanding. All of such outstanding shares are owned by the Principal. All of such shares have been duly and validly issued and are fully paid and nonassessable.
Appears in 1 contract
Samples: Asset Purchase Agreement (West Coast Entertainment Corp)
Capitalization of the Seller. The Seller's ’s authorized capital stock ---------------------------- consists of (a) 1,000,000 10,000,000 shares of Preferred Stock, $0.01 common stock with no par value, none of which are issued and outstanding and (b) 35,000,000 shares of Common Stock, $0.01 par valuevalue per share, of which 22,685,024 4,151,192 shares are issued and outstanding. All of such outstanding shares have been duly and validly issued and are fully paid and nonassessable.
Appears in 1 contract
Capitalization of the Seller. The Seller's authorized capital stock ---------------------------- consists of (a) 1,000,000 shares of Preferred Stock, $0.01 par value, none of which are issued and outstanding and (b) 35,000,000 1,000 shares of Common Stock, $0.01 1.00 par value, of which 22,685,024 1,000 shares are issued and outstandingoutstanding and held of record and beneficially by the Stockholder. All of such outstanding shares have been duly and validly issued and are fully paid and nonassessable.
Appears in 1 contract