Issuance of Spinco Common Stock. On or before the Distribution Date, in connection with the Transfer of the SpinCo Assets and the assumption of the SpinCo Liabilities as provided in this Agreement, SpinCo will issue and deliver to the Company 8,700,000,000 (or such other amount as the Company shall determine, subject to the consent of Parent not to be unreasonably withheld, conditioned or delayed) shares of SpinCo Common Stock in book-entry form.
Appears in 2 contracts
Samples: Separation, Distribution and Sale Agreement (Transportation Systems Holdings Inc.), Separation, Distribution and Sale Agreement (Westinghouse Air Brake Technologies Corp)
Issuance of Spinco Common Stock. On or before the Distribution Date, in connection with the Transfer transfer of the SpinCo Transferred Assets to the Spinco Companies and the assumption of the SpinCo Assumed Liabilities by the Spinco Companies as provided in this Agreement, SpinCo Spinco will issue and deliver to the Company 8,700,000,000 (or such other amount as the Company shall determine, subject to the consent Parent a certificate representing a number of Parent not to be unreasonably withheld, conditioned or delayed) shares of SpinCo Spinco Common Stock in book-entry forman amount determined pursuant to Section 2.04(d) of the Merger Agreement.
Appears in 2 contracts
Samples: Separation Agreement, Separation Agreement (Lockheed Martin Corp)