Common use of Distribution Date; Transfer of Rights Clause in Contracts

Distribution Date; Transfer of Rights. Initially, the Rights associated with the Common Stock and Class B Common Stock outstanding as of the Record Date will be evidenced solely by the stock certificates for such Common Stock and Class B Common Stock. The Rights will separate from the Common Stock upon the earliest to occur of (i) 10 Business Days after the first public announcement that any Person (other than an Exempt Person (as hereinafter defined)) has become an Acquiring Person (as hereinafter defined) and (ii) 10 Business Days (or such other Business Day as may be determined by action of the Board prior to the time that any Person shall become an Acquiring Person (as hereinafter defined) after the commencement by any Person (other than an Exempt Person) of, or the first public announcement of its intention to commence, a tender or exchange offer if, upon the consummation thereof, such Person would be the Beneficial Owner of 15% or more of the outstanding shares of Common Stock (the earliest of the dates specified in clauses (i) and (ii) being hereinafter called the "Distribution Date"

Appears in 2 contracts

Samples: Stockholders Rights Agreement (Whitehall Jewellers Inc), Stockholders Rights Agreement (Whitehall Jewellers Inc)

AutoNDA by SimpleDocs

Distribution Date; Transfer of Rights. Initially, the Rights associated with the Common Stock and Class B Common Stock outstanding as of the Record Date will be evidenced solely by the stock certificates for such Common Stock and Class B Common Stock, with a copy of this Summary of Rights attached thereto. The Rights will separate from the Common Stock upon the earliest to occur of (i) 10 Business Days after the first public announcement that any Person (other than an Exempt Person (as hereinafter defined)) has become an Acquiring Person (as hereinafter defined) and ), (ii) 10 Business Days (or such other Business Day as may be determined by action of the Board prior to the time that any Person shall become an Acquiring Person or declared to be an Adverse Person (as hereinafter defined) after the commencement by any Person (other than an Exempt Person) of, or the first public announcement of its intention to commence, a tender or exchange offer if, upon the consummation thereof, such Person would be the Beneficial Owner of 15% or more of the outstanding shares of Common Stock and (iii) 10 Business Days after a determination by a majority of the members of the Board of Directors of the Company who are not officers of the Company that any Person has become an Adverse Person (the earliest of the dates specified in clauses (i), (ii) and (iiiii) being hereinafter called the "Distribution Date"). After the Distribution Date, the Rights will be evidenced solely by separate certificates and will trade independently from the Common Stock.

Appears in 1 contract

Samples: Shareholders Rights Agreement (Midamerican Energy Holdings Co)

Distribution Date; Transfer of Rights. Initially, the Rights associated with the Common Stock and Class B Common Stock outstanding as of the Record Date will be evidenced solely by the stock certificates for such Common Stock and Class B Common Stock, with a copy of this Summary of Rights attached thereto. The Rights will separate from the Common Stock upon the earliest to occur of (i) 10 Business Days after the first public announcement that any Person (other than an Exempt Person (as hereinafter defined)) has become an Acquiring Person (as hereinafter defined) ), and (ii) 10 Business Days (or such other Business Day as may be determined by action of the Board prior to the time that any Person shall become an Acquiring Person (as hereinafter definedPerson) after the commencement by any Person (other than an Exempt Person) of, or the first public announcement of its intention to commence, a tender or exchange offer if, upon the consummation thereof, such Person would be the Beneficial Owner of 15% or more of the outstanding shares of Common Stock (the earliest of the dates specified in clauses (i) and (ii) being hereinafter called the "Distribution Date"

Appears in 1 contract

Samples: Rights Agreement (Success Bancshares Inc)

AutoNDA by SimpleDocs

Distribution Date; Transfer of Rights. Initially, the Rights associated with the Common Stock and Class B Common Stock outstanding as of the Record Date will be evidenced solely by the stock certificates for such Common Stock and Class B Common Stock, with a copy of this Summary of Rights attached thereto. The Rights will separate from the Common Stock upon the earliest to occur of (i) 10 Business Days after the first public announcement that any Person (other than an Exempt Person (as hereinafter defined)) has become an Acquiring Person (as hereinafter defined) and (ii) 10 Business Days (or such other Business Day as may be determined by action of the Board prior to the time that any Person shall become an Acquiring Person (as hereinafter defined) after the commencement by any Person (other than an Exempt Person) of, or the first public announcement of its intention to commence, a tender or exchange offer if, upon the consummation thereof, such Person would be the Beneficial Owner of 1520% or more of the outstanding shares of Common Stock (the earliest of the dates specified in clauses (i) and (ii) being hereinafter called the "Distribution Date"

Appears in 1 contract

Samples: Rights Agreement (Bone Care International Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!