Outstanding Share Capital Sample Clauses

Outstanding Share Capital. As of the date hereof, Buyer has no more than 559,000,000 (five-hundred-fifty-nine million) FM Ordinary Shares issued and outstanding. At no time prior to April 30, 2007 (without taking account the Initial Share Consideration) shall Buyer have more than 570,000,000 (Five-Hundred-seventy Million) FM Ordinary Shares issued and outstanding on a fully diluted and converted basis, excluding (i) any issuance of stock options pursuant to the employee stock option plans disclosed in the Buyer SEC Documents, (ii) any FM Ordinary Shares to be issued upon the vesting of any options issued by Buyer and (iii) any FM Ordinary Shares to be issued to Total Team Investments Limited in connection with Buyer’s acquisition of Framedia.
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Outstanding Share Capital. As of the date hereof, Buyer has 655,000,000 FM Ordinary Shares issued and outstanding. As of the First Closing Date, immediately prior to the payment of the Initial Cash Consideration, Buyer shall have no more than 680,000,000 FM Ordinary Shares issued and outstanding on a fully diluted and converted basis, excluding (i) any issuance of stock options pursuant to the employee stock option plans disclosed in the Buyer SEC Documents and (ii) any FM Ordinary Shares to be issued upon the vesting of any options issued by Buyer. Section 5.6
Sample 1
Outstanding Share Capital the outstanding equity share capital of Tracebit is comprised of 15,000 shares with a par value of approximately 0.1682 euros (total share capital is approx. 2,522,82 euros) as of the date of this Agreement, all of which Tracebit Share Capital have been validly issued and are outstanding and registered in the names of the Vendors in accordance with Finnish law,
Sample 1
Outstanding Share Capital. As of the date hereof, Buyer has 400,463,003 FM Ordinary Shares issued and outstanding. As of the Closing Date, immediately prior to the issuance of the Share Consideration, Buyer shall have no more than 425,463,003 FM Ordinary Shares issued and outstanding on a fully diluted and converted basis, excluding (i) any FM Ordinary shares that may be issued in the Follow-On Offering, (ii) any issuance of stock options pursuant to the employee stock option plans disclosed in the Buyer SEC Documents, (iii) any FM Ordinary Shares to be issued upon the vesting of any options issued by Buyer and (iv) up 36 <PAGE> to 400,000 FM Ordinary Shares to be issued to Infoachieve Limited pursuant to the Share Purchase Agreement entered into between Buyer and Infoachieve Limited on October 15, 2005. SECTION 5.6.
Sample 1

Related to Outstanding Share Capital

  • Outstanding Shares On the Closing Date, Pubco shall have no more than 55,000,000 common shares issued and outstanding in the capital of Pubco after giving effect to issuance of the Pubco Shares and the share cancellations described in this Agreement.

  • Outstanding Stock All issued and outstanding shares of capital stock and equity interests in the Company have been duly authorized and validly issued and are fully paid and non-assessable.

  • Outstanding Common Stock The number of shares of Common Stock at any time outstanding shall (A) not include any shares thereof then directly or indirectly owned or held by or for the account of the Issuer or any of its Subsidiaries, and (B) be deemed to include all shares of Common Stock then issuable upon conversion, exercise or exchange of any then outstanding Common Stock Equivalents or any other evidences of Indebtedness, shares of Capital Stock or other Securities which are or may be at any time convertible into or exchangeable for shares of Common Stock or Other Common Stock.

  • Outstanding Warrants The Warrants outstanding at any time are all Warrants evidenced on all Warrant Certificates authenticated by the Warrant Agent except for those canceled by it and those delivered to it for cancellation. A Warrant ceases to be outstanding if the Company or an Affiliate of the Company holds the Warrant. If a Warrant Certificate is replaced pursuant to Section 2.06, the Warrants evidenced thereby cease to be outstanding unless the Warrant Agent and the Company receive proof satisfactory to them that the replaced Warrant Certificate is held by a bona fide purchaser.

  • Outstanding Capital Stock The outstanding shares of capital stock of the Company have been duly authorized and validly issued and are fully paid and non-assessable; none of the outstanding shares of capital stock of the Company was issued in violation of any preemptive or similar rights of any stockholder of the Company.

  • Calculation of Number of Outstanding Shares of Common Stock For purposes of Section 5.05(A), the number of shares of Common Stock outstanding at any time will (i) include shares issuable in respect of scrip certificates issued in lieu of fractions of shares of Common Stock; and (ii) exclude shares of Common Stock held in the Company’s treasury (unless the Company pays any dividend or makes any distribution on shares of Common Stock held in its treasury).

  • Outstanding Debt CONTRACTOR shall have no outstanding debt with COUNTY, or shall be in the process of resolving outstanding debt to ADMINISTRATOR’s satisfaction, prior to entering into and during the term of this Agreement.

  • Outstanding Securities All issued and outstanding securities of the Company issued prior to the transactions contemplated by this Agreement have been duly authorized and validly issued and are fully paid and non-assessable; the holders thereof have no rights of rescission with respect thereto, and are not subject to personal liability by reason of being such holders; and none of such securities was issued in violation of the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The authorized and outstanding securities of the Company conform in all material respects to all statements relating thereto contained in the Registration Statement, the Sale Preliminary Prospectus and the Prospectus. All offers and sales and any transfers of the outstanding securities of the Company were at all relevant times either registered under the Act and the applicable state securities or Blue Sky laws or, based in part on the representations and warranties of the purchasers of such securities, exempt from such registration requirements.

  • Authorized and Outstanding Stock 4 2.5 Subsidiaries .........................................................4 2.6

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