Kona Gold Common Stock Sample Clauses

Kona Gold Common Stock. As of the date hereof, the authorized capital of Kona Gold consists of (i) 2,500,000,000 shares of Common Stock, par value $0.00001 per share, of which 778,052,603 shares are issued and outstanding and (ii) 10,000,000 shares of preferred stock, par value $0.00001 per share, consisting of (w) 1,200,000 shares designated as Series B Preferred Stock, of which 488,000 shares are issued and outstanding, (x) 250 shares designated as Series C Preferred Stock, of which 140 shares are issued and outstanding, (y) 500,000 shares designated as Series D Preferred Stock, of which 500,000 shares are issued and outstanding, and (z) 8,299,750 undesignated shares that constitute “blank check” preferred stock. Except as described in the Kona Gold Securities Disclosure Reports (as defined below), there are no outstanding shares of capital stock or options, warrants, rights (including conversion or preemptive rights and rights of first refusal or similar rights), or agreements, orally or in writing, to purchase or acquire from Kona Gold any shares of Kona Gold capital stock. The Merger Securities, when issued in connection with this Agreement, will be duly authorized, validly issued, fully paid, and nonassessable. To the knowledge of Kona Gold, none of the outstanding capital or other securities of Kona Gold was issued, redeemed or repurchased in violation of the Securities Act, or any other securities or “blue sky” laws.
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Kona Gold Common Stock. “Kona Gold Common Stock” shall mean the shares of common stock of Kona Gold.

Related to Kona Gold Common Stock

  • Purchaser Common Stock Each share of common stock, par value $0.001 per share, of the Purchaser (the “Purchaser Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly and validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.

  • Ordinary Shares The Ordinary Shares included in the Units have been duly authorized and, when issued and delivered against payment for the Offered Securities by the Underwriters pursuant to this Agreement and registered in the Company’s register of members, will be validly issued, fully paid and non-assessable. The holders of such Ordinary Shares are not and will not be subject to personal liability by reason of being such holders; such Ordinary Shares are not and will not be subject to any preemptive or other similar contractual rights granted by the Company.

  • Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

  • Common Shares 4 Company...................................................................................... 4

  • Common Stock 1 Company........................................................................1

  • Buyer Common Stock The shares of Buyer Common Stock issuable pursuant hereto, when issued by Buyer in accordance with this Agreement, will be duly issued, fully paid, and non-assessable.

  • Fractional Shares of Common Stock (a) The Company shall not issue fractions of Warrants or distribute Warrant Certificates which evidence fractional Warrants. Whenever any fractional Warrant would otherwise be required to be issued or distributed, the actual issuance or distribution shall reflect a rounding of such fraction to the nearest whole Warrant (rounded down). (b) The Company shall not issue fractions of shares of Common Stock upon exercise of Warrants or distribute stock certificates which evidence fractional shares of Common Stock. Whenever any fraction of a share of Common Stock would otherwise be required to be issued or distributed, the actual issuance or distribution in respect thereof shall be made in accordance with Section 2(d)(v) of the Warrant Certificate.

  • Shares of Common Stock The Company shall have duly reserved the number of Underlying Shares required by this Agreement and the Transaction Documents to be reserved for issuance upon conversion of the Debentures and the exercise of the Warrants;

  • Parent Common Stock At and after the Effective Time, each share of Parent Common Stock issued and outstanding immediately prior to the Effective Time shall remain an issued and outstanding share of common stock of the Surviving Corporation and shall not be affected by the Merger.

  • Company Shares If the managing underwriter has not limited the number of Registrable Securities to be underwritten, the Company may include securities for its own account or for the account of others in such registration if the managing underwriter so agrees and if the number of Registrable Securities which would otherwise have been included in such registration and underwriting will not thereby be limited.

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