NAMES AND CAPITAL STRUCTURE Clause Samples
NAMES AND CAPITAL STRUCTURE. The corporate names, jurisdictions of incorporation, and authorized and issued Equity Interests of each Borrower and Subsidiary are as follows:
NAMES AND CAPITAL STRUCTURE. 1. The corporate names, jurisdictions of incorporation, authorized and issued Equity Interests and record holders of such Equity Interests of each Obligor are as follows: Commercial Vehicle Group, Inc. Delaware Common Stock: 30,000,000 shares Preferred Stock: 5,000,000 shares Common Stock: 21,536,814 shares (as of 9/30/08) The Common Stock of Commercial Vehicle Group, Inc. is listed on the NASDAQ under the ticker symbol “CVGI”. As such, Commercial Vehicle Group, Inc. is required to make periodic disclosures in filings with the Securities and Exchange Commission regarding ownership of its Common Stock. National Seating Company Delaware Common Stock: 2,000,000 shares Series A Preferred Stock: 100,000 shares “Blank Check” Preferred Stock: 2,700,000 shares Common Stock: 1,705,888.803 shares Commercial Vehicle Group, Inc. - 1,705,838.803 shares of Common Stock ▇▇▇▇▇▇ ▇▇▇▇ — 10 shares of Common Stock Jo ▇▇▇ ▇▇▇▇ — 10 shares of Common Stock ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ — 30 shares of Common Stock CVG CS LLC Delaware n/a n/a National Seating Company — 100% of the Membership Interests MONONA CORPORATION Delaware Common Stock — 100 shares Common Stock — 100 shares Commercial Vehicle Group, Inc. — 100 shares of Common Stock Monona Wire Corporation Iowa Class A Common Stock — 1 share Class A Common Stock — 1 share MONONA CORPORATION — 1 share of Class A Common Stock Monona (Mexico) Holdings LLC Illinois n/a n/a Monona Wire Corporation — 100% of the Membership Interests Trim Systems, Inc. Delaware Class A-1 Common Stock: 400,000 shares Class A-2 Common Stock: 150,000 shares Class A-1 Common Stock: 1,000 shares Commercial Vehicle Group, Inc. — 1,000 shares of Class A-1 Common Stock Class B Common Stock: 450,000 shares Class C Common Stock: 100,000 shares Trim Systems Operating Corp. Delaware Common Stock: 1,000 shares Common Stock: 1,000 shares Trim Systems, Inc. — 1,000 shares of Common Stock CABARRUS PLASTICS, INC. North Carolina Common Stock: 100,000 shares Common Stock: 1,000 shares Trim Systems, Inc. — 1,000 shares of Common Stock CVG Oregon, LLC Delaware n/a n/a Trim Systems Operating Corp. — 100% of the Membership Interests CVS Holdings, Inc. Delaware Common Stock: 125,000 shares Common Stock: 124,908 shares Commercial Vehicle Group, Inc. — 124,908 shares of Common Stock ▇▇▇▇▇▇▇ Devices, Inc. Delaware Common Stock — 1,000 shares Common Stock — 1,000 shares CVS Holdings, Inc. - 1,000 shares of Common Stock Mayflower Vehicle Systems, LLC Delaware n/a n/a Commercial Vehicle Group...
NAMES AND CAPITAL STRUCTURE. The corporate names and jurisdictions of organization of each Borrower and Subsidiary, and authorized and issued Equity Interests of each Borrower (other than Olympic Steel) and Subsidiary are as follows: Olympic Steel, Inc. Ohio 20,000,000 common shares no par value 5,000,000 preferred shares 10,909,099 common shares as of March 12, 2012 Olympic Steel Lafayette, Inc. Ohio 850 shares common stock, no par value 100 shares (owned by Olympic Steel, Inc.) Olympic Steel Minneapolis, Inc. Minnesota 100 shares common stock, no par value 100 shares (owned by Olympic Steel, Inc.) Olympic Steel Iowa, Inc. Iowa 100 shares common stock, no par value 100 shares (owned by Olympic Steel Minneapolis, Inc.) Oly Steel Welding, Inc. Michigan 60,000 shares common stock, no par value 100 shares (owned by Olympic Steel, Inc.) Olympic Steel Receivables L.L.C. Delaware NA 99% membership interests issued to Olympic Steel, Inc. 1% membership interest issued to Olympic Steel Receivables, Inc. Oly Steel NC, Inc. Delaware 100 shares common stock, no par value 100 shares (owned by Olympic Steel, Inc.) ▇▇▇▇▇▇▇ Group-PS&W, Inc. North Carolina 100,000 shares common stock, no par value 5,000 shares (owned by Oly Steel NC, Inc.) IS Acquisition, Inc. Ohio 100 shares common stock, $.01 par value 100 shares (owned by Olympic Steel, Inc.) Olyac, Inc. Delaware 100 shares common stock, $.01 par value 100 shares (owned by Olympic Steel, Inc.) Olympic Steel Receivables, Inc. Delaware 850 shares common stock, $.01 par value 100 shares (owned by Olympic Steel, Inc.) Olympic Steel Trading, Inc. Ohio 850 shares common stock, no par value 100 shares (owned by Olympic Steel, Inc.)
NAMES AND CAPITAL STRUCTURE. The corporate names, jurisdictions of incorporation, and authorized and issued Equity Interests of Parent and its Subsidiaries are as follows: America’s Car-Mart, Inc. Texas Preferred – 1,000,000 Common – 50,000,000 Preferred – None Common – 12,849,768 Colonial Auto Finance, Inc. Arkansas Common – 3,000,000 Common – 1,220.351 America’s Car Mart, Inc. Arkansas Common – 3,000,000 Common -970.351 Texas Car-Mart, Inc. Texas Common – 1,000,000 Common – 1,000 Colonial Underwriting, Inc. Arkansas Common – 3,000,000 Common – 1,000 Auto Finance Investors, Inc. Texas Preferred – 10,000,000 Common – 1,000,000 Preferred – 9,703,000 Crown Delaware Investments Corp. Delaware Common – 10,000 Common – 1,000
NAMES AND CAPITAL STRUCTURE. 1. The corporate names, jurisdictions of incorporation, and authorized and issued Equity Interests of each Obligor are as follows: Kellwood Company Delaware 3,000,000 shares: 2,900,000 $.001/share Common 100,000 $.001/share Preferred 1,000,000 Common shares to Kellwood Holding Corp. 81,000 Common shares subject to options granted to management KWD Holdings, Inc. Delaware 10,000 $.01/share Common 1,000 shares to Kellwood Company Kellwood Financial Resources, Inc. (f/k/a Newkell, Inc.) Delaware 1,000 $.01/share Common 1,000 shares to Kellwood Company American Recreation Products, Inc. Delaware 800,000 $.01/share Common 20,000 $1,000/share Preferred 99,000 Common shares to Kellwood Company Sierra Designs Acquisition Corporation Delaware 1,000 $.01/share Common 100 shares to American Recreation Products, Inc. Royal ▇▇▇▇▇▇▇, Inc. California 1,068,760 $1.00/share Common 900,000 to Kellwood Company Meow Inc. New York 200 No Par Common 100 shares to Kellwood Company Beth’s Boutique, LLC New York 100% of membership interests to Kellwood Company Phat Fashions LLC New York 100% of membership interests to Kellwood Company Phat Licensing LLC New York 100% of membership interests issued to Phat Fashions LLC Zobha, LLC Delaware 100% of membership interests to Kellwood Company
2. The record holders of Equity Interests of each Domestic Subsidiary are as follows: Except for the authorized and issued shares of Kellwood Company, reference is hereby made to the table in Section 1 above.
3. All agreements binding on holders of Equity Interests of Obligors and Domestic Subsidiaries with respect to such interests are as follows: Securityholders’ Agreement dated June 30, 2010 by and among Kellwood Holding Corp., Minority Stockholders and Kellwood Company.
NAMES AND CAPITAL STRUCTURE. The corporate names and jurisdictions of incorporation of each Borrower and Subsidiary are as follows: Capella Healthcare, Inc. Delaware, Corporation Tennessee, Missouri 3956565 ▇▇-▇▇▇▇▇▇▇ Capella Holdings of Oklahoma, LLC Delaware, Limited Liability Company Oklahoma 4288637 ▇▇-▇▇▇▇▇▇▇ Capital Medical Center Holdings, LLC Delaware, Limited Liability Company N/A 4020383 ▇▇-▇▇▇▇▇▇▇ Capital Medical Center Partner, LLC Delaware, Limited Liability Company Tennessee, Washington 3145410 ▇▇-▇▇▇▇▇▇▇ CMCH Holdings, LLC Delaware, Limited Liability Company N/A 4640071 ▇▇-▇▇▇▇▇▇▇ Columbia Medical Group — South Pittsburg, Inc. Tennessee, Corporation N/A 0311135 ▇▇-▇▇▇▇▇▇▇ Columbia Olympia Management, Inc. Delaware, Corporation Washington 2746287 ▇▇-▇▇▇▇▇▇▇ Cullman County Medical Clinic, Inc. Alabama, Corporation N/A 170-000 ▇▇-▇▇▇▇▇▇▇ Cullman Hospital Corporation Alabama, Corporation N/A 175-703 ▇▇-▇▇▇▇▇▇▇ Cullman Surgery Venture Corp. Delaware, Corporation N/A 3521594 ▇▇-▇▇▇▇▇▇▇ Farmington Clinic Company, LLC Missouri, Limited Liability Company N/A LC0735241 ▇▇-▇▇▇▇▇▇▇ Farmington Heart & Vascular Center, LLC Delaware, Limited Liability Company Missouri 4725968 ▇▇-▇▇▇▇▇▇▇ Farmington Hospital Corporation Missouri, Corporation N/A 00735137 ▇▇-▇▇▇▇▇▇▇ Farmington Missouri Hospital Company, LLC Missouri, Limited Liability Company N/A LC0735224 ▇▇-▇▇▇▇▇▇▇ Grandview Physician Group, LLC Tennessee, Limited Liability Company N/A 0488559 ▇▇-▇▇▇▇▇▇▇ Hartselle Physicians, Inc. Alabama, Corporation N/A 180-461 ▇▇-▇▇▇▇▇▇▇ Jacksonville Medical Professional Services, LLC Delaware, Limited Liability Company Alabama 4257865 ▇▇-▇▇▇▇▇▇▇ Jacksonville Surgical and Medical Affiliates, LLC Delaware, Limited Liability Company Alabama 4593826 ▇▇-▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Holdings, LLC Delaware, Limited Liability Company N/A 4640127 ▇▇-▇▇▇▇▇▇▇ Mineral Area Pharmacy and Durable Medical Equipment, LLC Missouri, Limited Liability Company N/A LC0739029 ▇▇-▇▇▇▇▇▇▇ Muskogee Holdings, LLC Delaware, Limited Liability Company N/A 4639520 ▇▇-▇▇▇▇▇▇▇ Muskogee Medical and Surgical Associates, LLC Delaware, Limited Liability Company Oklahoma 4664095 ▇▇-▇▇▇▇▇▇▇ Muskogee Physician Group, LLC Delaware, Limited Liability Company Oklahoma 4295698 ▇▇-▇▇▇▇▇▇▇ Muskogee Regional Medical Center, LLC Delaware, Limited Liability Company Oklahoma 4288639 ▇▇-▇▇▇▇▇▇▇ National Healthcare of Decatur, Inc. Delaware, Corporation Alabama 2091878 ▇▇-▇▇▇▇▇▇▇ National Healthcare of Hartselle, Inc. Delaware, Corporation Alabama 2091884 ▇▇-▇▇▇▇...
NAMES AND CAPITAL STRUCTURE. The legal names and jurisdictions of incorporation of each Credit Party and Subsidiary are as follows: Capella Healthcare, Inc. Delaware Corporation Capella Holdings, Inc. Delaware Corporation Capella Holdings of Oklahoma, LLC Delaware Limited Liability Company Capital Medical Center Holdings, LLC Delaware Limited Liability Company Capital Medical Center Partner, LLC Delaware Limited Liability Company Carolina Pines Holdings, LLC South Carolina Limited Liability Company CMCH Holdings, LLC Delaware Limited Liability Company Columbia Olympia Management, Inc. Delaware Corporation Farmington Clinic Company, LLC Missouri Limited Liability Company Farmington Hospital Corporation Missouri Corporation Farmington Heart & Vascular Center, LLC Delaware Limited Liability Company Farmington Missouri Hospital Company, LLC Missouri Limited Liability Company Hartsville Medical Group, LLC South Carolina Limited Liability Company ▇▇▇▇▇▇ Holdings, LLC Delaware Limited Liability Company ▇▇▇▇▇▇ Surgery Investment Company, LLC Delaware Limited Liability Company Muskogee Holdings, LLC Delaware Limited Liability Company Muskogee Medical and Surgical Associates, LLC Delaware Limited Liability Company Muskogee Physician Group, LLC Delaware Limited Liability Company Muskogee Regional Medical Center, LLC Delaware Limited Liability Company National Park Cardiology Services, LLC Delaware Limited Liability Company National Park Family Care, LLC Delaware Limited Liability Company National Park Physician Services, LLC Delaware Limited Liability Company NPMC Holdings, LLC Delaware Limited Liability Company NPMC, LLC Delaware Limited Liability Company Oregon Healthcorp, LLC Delaware Limited Liability Company Russellville Holdings, LLC Delaware Limited Liability Company Southwestern Medical Center, LLC Delaware Limited Liability Company Southwestern Neurosurgery Physicians, LLC Oklahoma Limited Liability Company Southwestern Physician Services, LLC Oklahoma Limited Liability Company Southwestern Radiology Affiliates, LLC Delaware Limited Liability Company Southwestern Surgical Affiliates LLC Delaware Limited Liability Company Sparta Hospital Corporation Tennessee Corporation St. Mary’s Holdings, LLC Delaware Limited Liability Company St. Mary’s Physician Services, LLC Delaware Limited Liability Company St. Mary’s Real Property, LLC Delaware Limited Liability Company Willamette Valley Clinics, LLC Delaware Limited Liability Company Willamette Valley Health Solutions, LLC Delaware Limited Liab...
NAMES AND CAPITAL STRUCTURE. 1. The corporate names, jurisdictions of incorporation, and authorized and issued Equity Interests of each Obligor are as follows: Name Jurisdiction of Organization Number and Class of Authorized Shares Number and Class of Issued Shares Kellwood Company Delaware 3,000,000 shares: 2,900,000 $.001/share Common 100,000 $.001/share Preferred 1,000,000 Common shares to Kellwood Holding Corp. 81,000 Common shares subject to options granted to management KWD Holdings, Inc. Delaware 10,000 $.01/share Common 1,000 shares to Kellwood Company Kellwood Financial Resources, Inc. (f/k/a Newkell, Inc.) Delaware 1,000 $.01/share Common 1,000 shares to Kellwood Company American Recreation Products, Inc. Delaware 800,000 $.01/share Common 20,000 $1,000/share Preferred 99,000 Common shares to Kellwood Company Sierra Designs Acquisition Corporation Delaware 1,000 $.01/share Common 100 shares to American Recreation Products, Inc. Royal ▇▇▇▇▇▇▇, Inc. California 1,068,760 $1.00/share Common 900,000 to Kellwood Company Meow Inc. New York 200 No Par Common 100 shares to Kellwood Company Beth’s Boutique, LLC New York 100% of membership interests to Kellwood Company Name Jurisdiction of Organization Number and Class of Authorized Shares Number and Class of Issued Shares Phat Fashions LLC New York 100% of membership interests to Kellwood Company Phat Licensing LLC New York 100% of membership interests issued to Phat Fashions LLC Zobha, LLC Delaware 100% of membership interests to Kellwood Company
2. The record holders of Equity Interests of each Domestic Subsidiary are as follows: Except for the authorized and issued shares of Kellwood Company, reference is hereby made to the table in Section 1 above.
3. All agreements binding on holders of Equity Interests of Obligors and Domestic Subsidiaries with respect to such interests are as follows: Securityholders’ Agreement dated June 30, 2010 by and among Kellwood Holding Corp., Minority Stockholders and Kellwood Company.
NAMES AND CAPITAL STRUCTURE. 1. The corporate names, jurisdictions of incorporation, and authorized and issued Equity Interests of each Borrower and Subsidiary are as follows: Arctic Cat Inc. Minnesota 45,000,000 shares of Common Stock; 2,200,000 shares of undesignated Preferred Stock; 300,000 shares of Series B Junior Participating Preferred Stock 13,446,302 shares of Common Stock; 0 shares of undesignated Preferred Stock; 0 shares of Series B Preferred Stock Arctic Cat Sales Inc. Minnesota 50,000 1,000 Arctic Cat Production LLC Minnesota 1,000 1,000 Arctic Cat Production Support LLC Minnesota 1,000 1,000 Arctic Cat Shared Services LLC Minnesota 1,000 1,000 Arctic Cat ACE Holding GmbH Austria Registered Capital of EUR 35,000 N/A Arctic Cat GmbH Austria Registered Capital of EUR 1,313,700 N/A ARCTIC CAT France SARL France N/A N/A ARCTIC CAT Deutschland GmbH Germany N/A N/A ARCTIC CAT Italia S.R.L. Italy N/A N/A ARCTIC CAT España S.L. Spain N/A N/A MotorFist, LLC Minnesota 100 100
2. The record holders of Equity Interests of each Borrower and Subsidiary are as follows: Arctic Cat Inc. Common Stock 13,446,302 Publicly traded company Preferred Stock 0 None. Arctic Cat Sales Inc. Common stock 1,000 Arctic Cat Inc. Arctic Cat Production LLC Membership interest 1,000 Arctic Cat Inc. Arctic Cat Production Support LLC Membership interest 1,000 Arctic Cat Inc. Arctic Cat Shared Services LLC Membership interest 1,000 Arctic Cat Inc. Arctic Cat ACE Holding GmbH Capital Stock N/A Arctic Cat Sales Inc. Arctic Cat GmbH Capital Stock N/A Arctic Cat ACE Holding GmbH ARCTIC CAT France SARL N/A Arctic Cat GmbH ARCTIC CAT Deutschland GmbH N/A Arctic Cat GmbH ARCTIC CAT Italia S.R.L. N/A Arctic Cat GmbH ARCTIC CAT España S.L. N/A Arctic Cat GmbH MotorFist, LLC Membership Interest 100 Arctic Cat Sales Inc.
3. All agreements binding on holders of Equity Interests of Borrowers and Subsidiaries with respect to such interests are as follows: Arctic Cat Inc. 2007 Omnibus Stock and Incentive Plan Form of Incentive Stock Option Agreement for 2007 Stock Plan Form of Non-Qualified Stock Option Agreement for 2007 Stock Plan Form of Director Non-Qualified Stock Option Agreement for 2007 Stock Plan First Amendment to Arctic Cat Inc. 2007 Omnibus Stock and Incentive Plan (August 7, 2009) Arctic Cat Inc. 2002 Omnibus Stock and Incentive Plan Form of Incentive Stock Option Agreement for 2002 Stock Plan Form of Non-Qualified Stock Option Agreement for 2002 Stock Plan Form of Director Non-Qualified Stock Option Agreement ...
NAMES AND CAPITAL STRUCTURE. The corporate names, jurisdictions of incorporation, and authorized and issued Equity Interests of Borrower and Subsidiary are as follows: Name Jurisdiction Number and Class of Authorized Shares Number and Class of Issued Shares G&M OpCo LLC Delaware Membership interests1 100% of the membership interests are issued. AG Holdco (SPV) LLC Delaware Membership interests2 100% of the membership interests are issued.
