Issuance of Right Certificates. Transfer Prior to the Distribution Date1, (i) the Rights will be evidenced by the certificates for the common stock, par value $0.001 per share (“Common Stock”) of the Company and not separate certificates evidencing the Rights (a “Right Certificate”), and the registered holders of the Common Stock shall be deemed to be the registered holders of the associated Rights; and (ii) the Rights will be transferable only in connection with the transfer of the underlying shares of Common Stock. After the Distribution Date, the Rights Agent will mail separate Right Certificates to each record holder of the Common Stock as of the close of business on the Distribution Date, and thereafter the Rights will be transferable separately from the Common Stock. Exercise Prior to the Distribution Date, the Rights are not exercisable. After the Distribution Date, but prior to the occurrence of an event described below under “Flip-In” or “Flip-Over”, each Right shall be exercisable to purchase, for $25.00, subject to adjustment (the “Purchase Price”), one one-hundredth of a share of Series G Participating Cumulative Preferred Stock, par value $0.001 per share, of the Company. 1 Distribution Date generally means the earlier of:
Appears in 1 contract
Samples: Rights Agreement (Genta Inc De/)
Issuance of Right Certificates. Transfer Prior to the Distribution Date1Date(1), (i) the Rights will be evidenced by the certificates for the common stockClass A Common Stock, par value $0.001 0.01 per share or Class B Common Stock, $0.01 par value per share (“Common Stock”) of the Company and not separate certificates evidencing the Rights (a “Class A Right Certificate” or “Class B Right Certificate” and any one, a “Right Certificates”), and the registered holders of the Common Stock shall be deemed to be the registered holders of the associated Rights; and (ii) the Rights will be transferable only in connection with the transfer of the underlying shares of Common Stock. After the Distribution Date, the Rights Agent will mail separate Class A Right Certificates and Class B Right Certificate to each record holder of the respective class of Common Stock as of the close of business on the Distribution Date, and thereafter the Rights will be transferable separately from the Common Stock. Exercise Prior to the Distribution Date, the Rights are not exercisable. After the Distribution Date, but prior to the occurrence of an event described below under “Flip-In” or “Flip-Over”, each Right shall be exercisable to purchase, for $25.00100, subject to adjustment (the “Purchase Price”), one one-hundredth of a share of Series G A Junior Participating Cumulative Preferred Stock, with no par value $0.001 per share, of the Company. 1 Distribution Date generally means the earlier of:.
Appears in 1 contract
Samples: Rights Agreement (IHS Inc.)
Issuance of Right Certificates. Transfer Prior to the Distribution Date1, (i) the Transfer Rights will be evidenced by the certificates for the common stock, par value $0.001 per share (“"Common Stock”") of the Company and not separate certificates evidencing the Rights (a “"Right Certificate”"), and the registered holders of the Common Stock shall be deemed to be the registered holders of the associated Rights; and (ii) the Rights will be transferable only in connection with the transfer of the underlying shares of Common Stock. After the Distribution Date, the Rights Agent will mail separate Right Certificates to each record holder of the Common Stock as of the close of business on the Distribution Date, and thereafter the Rights will be transferable separately from the Common Stock. Exercise Prior to the Distribution Date, the Rights are not exercisable. After the Distribution Date, but prior to the occurrence of an event described below under “"Flip-In” " or “"Flip-Over”", each Right shall be exercisable to purchase, for $25.00100.00, subject to adjustment (the “"Purchase Price”"), one one-hundredth thousandth of a share of Series G A Participating Cumulative Preferred Stock, par value $0.001 per share, of the Company. 1 Distribution Date generally means the earlier of:.
Appears in 1 contract
Samples: Rights Agreement (Therasense Inc)
Issuance of Right Certificates. Transfer Prior to the Distribution Date1, (i) the Transfer Rights will be evidenced by the certificates for the common stock, par value $0.001 0.01 per share (“"Common Stock”") of the Company and not separate certificates evidencing the Rights (a “"Right Certificate”"), and the registered holders of the Common Stock shall be deemed to be the registered holders of the associated Rights; and (ii) the Rights will be transferable only in connection with the transfer of the underlying shares of Common Stock. After the Distribution Date, the Rights Agent will mail separate Right Certificates to each record holder of the Common Stock as of the close of business on the Distribution Date, and thereafter the Rights will be transferable separately from the Common Stock. Exercise Prior to the Distribution Date, the Rights are not exercisable. After the Distribution Date, but prior to the occurrence of an event described below under “"Flip-In” " or “"Flip-Over”", each Right shall be exercisable to purchase, for $25.0020.00, subject to adjustment (the “"Purchase Price”"), one one-hundredth thousandth of a share of Series G A Participating Cumulative Preferred Stock, par value $0.001 0.01 per share, of the Company. 1 Distribution Date generally means Acquiring Person Subject to certain exceptions, an "Acquiring Person" is any person or group who becomes the earlier of:beneficial owner of 15.0% or more of the Common Stock. The exceptions include: (i) the Company's employee benefit plans, (ii) any person that the Company's Board of Directors determines exceeded the threshold inadvertently
Appears in 1 contract