Common use of Purchase of Preferred Stock Clause in Contracts

Purchase of Preferred Stock. If, but only if, the IPO is consummated on or prior to December 31, 2005, BCC shall purchase from OMX, and OMX shall sell to BCC, on or promptly after the IPO Date, all of OMX's right, title and interest in and to the shares of Preferred Stock owned by OMX, for an aggregate purchase price (the "Preferred Stock Purchase Price") equal to (i) $36,367,347 (being the aggregate Liquidation Value, as defined in the BCC Certificate, of such shares), plus (ii) Series A Preferred Accumulated Dividends (as defined in the BCC Certificate), plus (iii) all other accrued and unpaid dividends on the Liquidation Value and Series A Preferred Accumulated Dividends of the Preferred Stock (calculated in the cases of clauses (ii) and (iii) through the repurchase date in accordance with the BCC Certificate). OMX represents and warrants to BCC that, as of the date of this Agreement, OMX owns and as of the date of the purchase and sale contemplated by this Section 1B, will own, all right, title and interest in and to the Preferred Stock being so purchased and sold.

Appears in 2 contracts

Samples: Going Public Agreement (Boise Cascade Co), Going Public Agreement (Boise Cascade Co)

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Purchase of Preferred Stock. If, but only if, the IPO is consummated on or prior to December 31, 2005, BCC shall purchase from OMX, and OMX shall sell to BCC, on or promptly after the IPO Date, all of OMX's ’s right, title and interest in and to the shares of Preferred Stock owned by OMX, for an aggregate purchase price (the "Preferred Stock Purchase Price") equal to (i) $36,367,347 (being the aggregate Liquidation Value, as defined in the BCC Certificate, of such shares), plus (ii) Series A Preferred Accumulated Dividends (as defined in the BCC Certificate), plus (iii) all other accrued and unpaid dividends on the Liquidation Value and Series A Preferred Accumulated Dividends of the Preferred Stock (calculated in the cases of clauses (ii) and (iii) through the repurchase date in accordance with the BCC Certificate). OMX represents and warrants to BCC that, as of the date of this Agreement, OMX owns and as of the date of the purchase and sale contemplated by this Section 1B, will own, all right, title and interest in and to the Preferred Stock being so purchased and sold.

Appears in 1 contract

Samples: Going Public Agreement (Officemax Inc)

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Purchase of Preferred Stock. If, but only if, the IPO is consummated on or prior to December 31, 2005, BCC BCH shall purchase from OMX, and OMX shall sell to BCCBCH, on or promptly after the IPO Date, all of OMX's right, title and interest in and to the shares of Preferred Stock owned by OMX, for an aggregate purchase price (the "Preferred Stock Purchase Price") equal to (i) $36,367,347 (being the aggregate Liquidation Value, Value (as defined in the BCC BCH Certificate, of such shares), plus (ii) Series A Preferred Accumulated Dividends (as defined in the BCC BCH Certificate), plus (iii) all other accrued and unpaid dividends on the Liquidation Value and Series A Preferred Accumulated Dividends of the Preferred Stock (calculated in the cases of clauses (ii) and (iii) through the repurchase date in accordance with the BCC BCH Certificate). OMX represents and warrants to BCC BCH that, as of the date of this Agreement, OMX owns and as of the date of the purchase and sale contemplated by this Section 1B1C, will own, all all, right, title and interest in and to the Preferred Stock being so purchased and sold.

Appears in 1 contract

Samples: Going Public Agreement (Boise Cascade Holdings, L.L.C.)

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