Mechanics of the Distribution. Immediately before the Offer Closing Time, International shall distribute all outstanding shares of UCRI Common Stock to holders of record of International Common Stock on the Record Date on the basis of one share of UCRI Common Stock for each share of International Common Stock outstanding on the Record Date. All shares of UCRI Common Stock issued in the Distribution shall be duly authorized, validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Reorganization Agreement (Compass Holdings Inc), Reorganization Agreement (Unique Casual Restaurants Inc), Reorganization Agreement (Daka International Inc)