Prior Issuances Sample Clauses
Prior Issuances. Except as described in the General Disclosure Package, the Company has not sold, issued or distributed any shares of Common Stock during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulation D or S of, the 1933 Act, other than shares issued pursuant to employee benefit or equity incentive plans or other employee compensation plans or pursuant to outstanding options, rights or warrants.
Prior Issuances. Except as described in the Registration Statement, the General Disclosure Package and the Prospectus, the Company has not sold, issued or distributed any shares of preferred stock during the six-month period preceding the date hereof.
Prior Issuances. Except as described in the Registration Statement, the General Disclosure Package and the Prospectus, the Company has not sold, issued or distributed any shares of Common Stock during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulation D or S of, the 1933 Act, other than shares issued pursuant to employee benefit plans, qualified stock option plans or other employee compensation plans; pursuant to employee inducement grants pursuant to NYSE Rule 303A.08; pursuant to outstanding options, rights or warrants; pursuant to the Company’s Dividend Reinvestment Plan; or pursuant to the CS Financial Merger Agreement.
Prior Issuances. All of such outstanding shares have been duly authorized, validly issued and are fully paid and nonassessable, were not issued in violation of the terms of any agreement or other understanding binding upon the Company, and were issued in compliance with all applicable federal and state securities, or "blue-sky," laws and regulations.
Prior Issuances. All issuances and sales of capital stock of the Company prior to the date hereof were registered under the Securities Act or were issued under circumstances which, based upon the reasonable belief of the Company and on a good-faith basis, made them exempt from registration under the Securities Act.
Prior Issuances. All prior offers and sales of securities of the Company were (a) exempt from registration under the 1933 Act, (b) registered pursuant to, or exempt from registration under, all pertinent state securities, or Blue Sky, laws, and (c) registered pursuant to, or exempt from registration under, all pertinent foreign securities laws.
Prior Issuances. Except as described in the Registration Statement, the General Disclosure Package and the Prospectus, the Company has not sold, issued or distributed any shares of Common Stock during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulation D or S of, the 1933 Act, other than shares issued pursuant to employee benefit plans, qualified stock option plans or other employee compensation plans; pursuant to employee inducement grants pursuant to NASDAQ Listing Rule 5635(c)(4); pursuant to outstanding options, rights or warrants; pursuant to the Company’s Dividend Reinvestment Plan; pursuant to the Securities Purchase Agreement, dated as of December 3, 2013, by and among the Company, Patriot Financial Partners, L.P. and Patriot Financial Partners Parallel L.P.; pursuant to the Oaktree Purchase Agreement; pursuant to the Patriot Purchase Agreement; or pursuant to the Purchase and Assumption Agreement, dated as of January 31, 2014, by and among the Company, CS Financial, Inc., RenovationReady, LLC, Chadron Group, LLC and Granite Loan Management of Delaware, LLC.
Prior Issuances. All issuances of securities by CGI prior to the date --------------- of this Agreement have been made in full compliance with applicable law. CGI is not aware of any pending litigation, threatened claim, or unasserted possible claim seeking damages or recision as a consequence of any such issuance.
Prior Issuances. 10 2.26 Tax Consequences of Reorganization.......................................................... 11 2.27
Prior Issuances. The Co-Issuers issued on (i) April 29, 2005 their 5.01% senior promissory notes due April 29, 2010 in the original aggregate principal amount of $20,000,000 (collectively, the “2005 Notes”) and (ii) June 13, 2006 their floating rate senior promissory notes due June 30, 2013 in the original aggregate principal amount of $15,000,000 (collectively, the “2006 Notes”) pursuant to that certain Amended and Restated Note Purchase and Private Shelf Agreement dated as of June 13, 2006 (the “Existing Agreement”), among the Co-Issuers, the Parent, Prudential and each of the holders from time to time of the 2005 Notes and the 2006 Notes. The 2006 Notes have been repaid in full and are no longer outstanding. The holders of the 2005 Notes are each referred to herein as an “Existing Noteholder” and, collectively, as the “Existing Noteholders”. The Obligors have requested that Prudential and each of the Existing Noteholders consent to the amendment and restatement of the Existing Agreement. Prudential and the Existing Noteholders have, subject to the satisfaction of the conditions set forth in paragraph 3A of this Agreement, consented to such request. The mutual agreement of the parties as to such matters is set forth in the amendment and restatement of the Existing Agreement and the 2005 Notes provided for in this Agreement.