Purchase of Shares Closing. (a) Subject to the terms and conditions herein set forth and the Dividend Adjustment, the Company will sell to Purchaser, and Purchaser will purchase from the Company, 3,801,703 shares of Common Stock at a purchase price of $19.728 per Share (the "Initial Purchase Price"). (b) The purchase and sale of the Shares will take place at a closing (the "CLOSING") to be held at the offices of O'Melveny & Myxxx XLP, 270 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 xr such other location as may be mutually agreed upon by the parties hereto on a date mutually agreed upon by the parties hereto, provided that the Closing shall occur on or before the earlier of (i) the fifth calendar day after all conditions set forth in Article IV have been satisfied or waived by the appropriate party and (ii) the Termination Date. The date and time at which the Closing is to be concluded is the "CLOSING DATE." (c) Delivery of the Shares shall be made at the Closing by delivery to Purchaser, against payment of the Initial Purchase Price therefor as provided herein, of a share certificate representing the total number of Shares or, at Purchaser's option, issuance of the Shares in book entry form. (d) Payment of the Initial Purchase Price shall be made by or on behalf of Purchaser by wire transfer of immediately available funds to an account of the Company (the number for which account shall have been furnished to Purchaser at least two Business Days prior to the Closing Date), or certified or official bank check payable in immediately available funds to the order of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Meridian Industrial Trust Inc)
Purchase of Shares Closing. (a) Subject to the terms and conditions herein set forth and the Dividend Adjustment, the Company will sell to Purchaser, and Purchaser will purchase from the Company, 3,801,703 1,013,788 shares of Common Stock at a purchase price of $19.728 per Share (the "Initial Purchase Price").
(b) The purchase and sale of the Shares will take place at a closing (the "CLOSING") to be held at the offices of O'Melveny & Myxxx XLPMyerx XXX, 270 275 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 xr xx such other location as may be mutually agreed upon by the parties hereto on a date mutually agreed upon by the parties hereto, provided that the Closing shall occur on or before the earlier of (i) the fifth calendar day after all conditions set forth in Article IV have been satisfied or waived by the appropriate party and (ii) the Termination Date. The date and time at which the Closing is to be concluded is the "CLOSING DATE."
(c) Delivery of the Shares shall be made at the Closing by delivery to Purchaser, against payment of the Initial Purchase Price therefor as provided herein, of a share certificate representing the total number of Shares or, at Purchaser's option, issuance of the Shares in book entry form.
(d) Payment of the Initial Purchase Price shall be made by or on behalf of Purchaser by wire transfer of immediately available funds to an account of the Company (the number for which account shall have been furnished to Purchaser at least two Business Days prior to the Closing Date), or certified or official bank check payable in immediately available funds to the order of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Prudential Insurance Co of America)
Purchase of Shares Closing. (a) Subject to the terms and conditions herein set forth and the Dividend Adjustment, the Company will sell to Purchaser, and Purchaser will purchase from the Company, 3,801,703 1,774,128 shares of Common Stock at a purchase price of $19.728 per Share (the "Initial Purchase Price").
(b) The purchase and sale of the Shares will take place at a closing (the "CLOSING") to be held at the offices of O'Melveny & Myxxx XLPMyerx XXX, 270 275 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 xr xx such other location as may be mutually agreed upon by the parties hereto on a date mutually agreed upon by the parties hereto, provided that the Closing shall occur on or before the earlier of (i) the fifth calendar day after all conditions set forth in Article IV have been satisfied or waived by the appropriate party and (ii) the Termination Date. The date and time at which the Closing is to be concluded is the "CLOSING DATE."
(c) Delivery of the Shares shall be made at the Closing by delivery to Purchaser, against payment of the Initial Purchase Price therefor as provided herein, of a share certificate representing the total number of Shares or, at Purchaser's option, issuance of the Shares in book entry form.
(d) Payment of the Initial Purchase Price shall be made by or on behalf of Purchaser by wire transfer of immediately available funds to an account of the Company (the number for which account shall have been furnished to Purchaser at least two Business Days prior to the Closing Date), or certified or official bank check payable in immediately available funds to the order of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Prudential Insurance Co of America)
Purchase of Shares Closing. (a) Subject to the terms and conditions herein set forth and the Dividend Adjustment, the Company will sell to Purchaser, and Purchaser will purchase from the Company, 3,801,703 shares of Common Stock at a purchase price of $19.728 per Share (the "Initial Purchase Price").
(b) The purchase and sale of the Shares will take place at a closing (the "CLOSING") to be held at the offices of O'Melveny & Myxxx XLPMyerx XXX, 270 275 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 xr xx such other location as may be mutually agreed upon by the parties hereto on a date mutually agreed upon by the parties hereto, provided that the Closing shall occur on or before the earlier of (i) the fifth calendar day after all conditions set forth in Article IV have been satisfied or waived by the appropriate party and (ii) the Termination Date. The date and time at which the Closing is to be concluded is the "CLOSING DATE."
(c) Delivery of the Shares shall be made at the Closing by delivery to Purchaser, against payment of the Initial Purchase Price therefor as provided herein, of a share certificate representing the total number of Shares or, at Purchaser's option, issuance of the Shares in book entry form.
(d) Payment of the Initial Purchase Price shall be made by or on behalf of Purchaser by wire transfer of immediately available funds to an account of the Company (the number for which account shall have been furnished to Purchaser at least two Business Days prior to the Closing Date), or certified or official bank check payable in immediately available funds to the order of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Prudential Insurance Co of America)
Purchase of Shares Closing. (a) Subject to the terms and conditions herein set forth and the Dividend Adjustment, the Company will sell to Purchaser, and Purchaser will purchase from the Company, 3,801,703 506,894 shares of Common Stock at a purchase price of $19.728 per Share (the "Initial Purchase Price").
(b) The purchase and sale of the Shares will take place at a closing (the "CLOSING") to be held at the offices of O'Melveny & Myxxx XLPMyerx XXX, 270 275 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 xr xx such other location as may be mutually agreed upon by the parties hereto on a date mutually agreed upon by the parties hereto, provided that the Closing shall occur on or before the earlier of (i) the fifth calendar day after all conditions set forth in Article IV have been satisfied or waived by the appropriate party and (ii) the Termination Date. The date and time at which the Closing is to be concluded is the "CLOSING DATE."
(c) Delivery of the Shares shall be made at the Closing by delivery to Purchaser, against payment of the Initial Purchase Price therefor as provided herein, of a share certificate representing the total number of Shares or, at Purchaser's option, issuance of the Shares in book entry form.
(d) Payment of the Initial Purchase Price shall be made by or on behalf of Purchaser by wire transfer of immediately available funds to an account of the Company (the number for which account shall have been furnished to Purchaser at least two Business Days prior to the Closing Date), or certified or official bank check payable in immediately available funds to the order of the Company.
Appears in 1 contract
Samples: Stock Purchase Agreement (Prudential Insurance Co of America)