Reservation for Issuance. As promptly as practicable following the Closing, but no later than five (5) business days, the Company shall take all action to reserve up to 30,502,016 shares of Common Stock for issuance upon conversion of (i) Preferred Stock issuable pursuant to this Agreement and the Other Investment Agreements and (ii) Preferred Stock for which the Warrant may be exercised, in each case, (w) in accordance with the terms of this Agreement and the Other Investment Agreements, the Certificate of Designations and the Warrant (as applicable) and (x) excluding any adjustments applicable thereto. Promptly following the Company’s receipt of the Requisite Stockholder Vote and the filing of the Charter Amendment with the Delaware Secretary of State, the Company shall reserve that number of additional shares of Common Stock sufficient for issuance of shares of (A) Common Stock upon the conversion of the Preferred Stock and (B) Preferred Stock for which the Warrant may be exercised, in each case, (y) in accordance with the terms of this Agreement and the Other Investment Agreements, the Certificate of Designations and the Warrant (as applicable) and (z) excluding any adjustments applicable thereto.
Appears in 4 contracts
Samples: Registration Rights Agreement (Strategic Value Bank Partners LLC), Registration Rights Agreement (First Foundation Inc.), Registration Rights Agreement (First Foundation Inc.)
Reservation for Issuance. As promptly as practicable following the Closing, but no later than five (5) business days, the Company shall take all action to reserve up to 30,502,016 800,000,000 shares of Common Stock for issuance upon conversion of shares of (i) Preferred Stock issuable pursuant to this Agreement and the Other Investment Agreements and (ii) Preferred Stock non-voting, common equivalent preferred stock for which the Permanent Warrant may be exercised, in each case, (w) in accordance with the terms of this Agreement and the Other Investment AgreementsAgreement, the Certificate of Designations and the Permanent Warrant (as applicable) and (x) excluding any adjustments applicable thereto. Promptly following the Company’s receipt of the Requisite Stockholder Vote and the filing of the Charter Amendment with the Delaware Secretary of State, the Company shall reserve that number of additional shares of Common Stock sufficient for issuance of shares of (A) Common Stock upon the conversion of the Preferred Stock Conversions and (B) Preferred Stock non-voting, common equivalent preferred stock for which the Permanent Warrant may be exercised, in each case, (y) in accordance with the terms of this Agreement and the Other Investment AgreementsAgreement, the Certificate of Designations and the Permanent Warrant (as applicable) and (z) excluding any adjustments applicable thereto.
Appears in 2 contracts
Samples: Investment Agreement (New York Community Bancorp, Inc.), Investment Agreement (New York Community Bancorp, Inc.)
Reservation for Issuance. As promptly as practicable following the Closing, but no later than five (5) business days, the Company shall take all action to reserve up to 30,502,016 shares of Common Stock for issuance upon conversion of (i) Preferred Stock issuable pursuant to this Agreement and the Other Investment Agreements and (ii) Preferred Stock for which the Warrant may be exercised, in each case, (w) in accordance with the terms of this Agreement and the Other Investment Agreements, the Certificate of Designations and the Warrant (as applicable) and (x) excluding any adjustments applicable thereto. Promptly following the Company’s Company*s receipt of the Requisite Stockholder Vote and the filing of the Charter Amendment with the Delaware Secretary of State, the Company shall reserve that number of additional shares of Common Stock sufficient for issuance of shares of (A) Common Stock upon the conversion of the Preferred Stock and (B) Preferred Stock for which the Warrant may be exercised, in each case, (y) in accordance with the terms of this Agreement and the Other Investment Agreements, the Certificate of Designations and the Warrant (as applicable) and (z) excluding any adjustments applicable thereto.. Section 4.7
Appears in 1 contract
Samples: Registration Rights Agreement (Strategic Value Bank Partners LLC)
Reservation for Issuance. As promptly as practicable following the Closing, but no later than five (5) business days, the Company shall take all action to reserve up to 30,502,016 800,000,000 shares of Common Stock for issuance upon conversion of (i) Preferred Stock issuable pursuant to this Agreement and the Other Investment Agreements and (ii) Preferred Stock non-voting, common equivalent preferred stock for which the Permanent Warrant may be exercised, in each case, (w) in accordance with the terms of this Agreement and the Other Investment AgreementsAgreement, the Certificate of Designations and the Permanent Warrant (as applicable) and (x) excluding any adjustments applicable thereto. Promptly following the Company’s receipt of the Requisite Stockholder Vote and the filing of the Charter Amendment with the Delaware Secretary of State, the Company shall reserve that number of additional shares of Common Stock sufficient for issuance of shares of (A) Common Stock upon the conversion of the Preferred Stock and (B) Preferred Stock non-voting, common equivalent preferred stock for which the Permanent Warrant may be exercised, in each case, (y) in accordance with the terms of this Agreement and the Other Investment AgreementsAgreement, the Certificate of Designations and the Permanent Warrant (as applicable) and (z) excluding any adjustments applicable thereto.
Appears in 1 contract
Samples: Investment Agreement (New York Community Bancorp, Inc.)