STRUCTURE; CAPITALIZATION. The Borrower Representative has delivered to the Lender true and correct copies of Charter Documents for each Borrower. The record and beneficial owners of the equity interests of the Borrowers and their Subsidiaries are as described in the Disclosure Schedule. No Borrower has any Subsidiaries other than as described in the Disclosure Schedule. Except as set forth in the Disclosure Schedule, there are no options, warrants or other rights to acquire any of the capital stock of any Borrower. Peak Resorts has and will continue to have a Fiscal Year end on the last day of March in each calendar year.
STRUCTURE; CAPITALIZATION. (a) SCHEDULE 6R contains (except has noted therein) a complete and correct list of the Company's Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary.
STRUCTURE; CAPITALIZATION. (a) Schedule 3.1.19 contains (except has noted therein) a complete and correct list of the Company's Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary.
STRUCTURE; CAPITALIZATION. The Borrower Representative has delivered, or will deliver on or prior to the Closing Date, to the Administrative Agent true and correct copies of its Charter Documents relating to the Borrowers and its Subsidiaries (other than Excluded Subsidiaries and Excluded Foreign Subsidiaries). The Disclosure Schedule sets forth the ownership structure of all of UNOVA Inc.’s direct and indirect Subsidiaries as of the Closing Date. Except as set forth in the Disclosure Schedule, there are no options, warrants or other rights to acquire any of the capital stock of any of the direct and indirect Subsidiaries of UNOVA, Inc. and no redemption rights or other repurchase obligations with respect to the capital stock of any direct or indirect Subsidiary of UNOVA, Inc. UNOVA, Inc. and its consolidated Subsidiaries have and will continue to have a Fiscal Year which ends on the Sunday closest to December 31 or on December 31.
STRUCTURE; CAPITALIZATION. The Disclosure Schedule sets forth the record and beneficial ownership of all issued and outstanding common shares and membership interest of the Subsidiaries, and the authorized, issued and outstanding capital stock of the Borrower and each of the Subsidiaries. There are no options, warrants or other rights to acquire any of the capital stock of the Subsidiary Guarantors.
STRUCTURE; CAPITALIZATION. The Borrower Representative has delivered to the Lender true and correct copies of Charter Documents relating to each of the Borrower and their Subsidiaries. As of the Closing Date, the record and beneficial owners of the equity interests of each Borrower are as described in the Disclosure Schedule. As of the Closing Date, no Borrower has any Subsidiaries other than as described in the Disclosure Schedule. Except as set forth in the Disclosure Schedule, there are no options, warrants or other rights issued or granted by any Borrower or any Subsidiary to acquire any of the capital stock of any Borrower. Each Borrower has and will continue to have a Fiscal Year end on the last day of December in each calendar year.
STRUCTURE; CAPITALIZATION. As of the Closing Date and after giving effect to the transactions contemplated in this Agreement (i) First's authorized capital stock will consist of 11,000,000 shares, of which 10,000,000 are designated Common Stock and 1,000,000 are designated preferred stock, par value $1.00 ("Preferred Stock"); (ii) 8,708,593 shares of Common Stock will be issued and outstanding and 1,291,607 shares of Common Stock are or will be reserved for issuance in connection with the Company's outstanding warrants and stock options (500,000 of which will be reserved for issuance in connection with the closing of the new Warrant Agreements), all of which, when issued in accordance with the terms of such warrants and stock options, will be validly issued, fully paid, and non-assessable; (iii) 50,000 shares of Preferred Stock are issued and outstanding and 150,000 of Preferred Stock are reserved for issuance in connection with the Fortesa Merger, all of which, when issued in accordance with the Fortesa Merger agreement will be validly issued, fully paid, and nonassessable; (iv) except as disclosed on Schedule 3.1.10 no shares of Common Stock are owned or held by or for the account of First or any of its Subsidiaries; (v) except as disclosed on Schedule 3.1.10 neither First nor any of its Subsidiaries has outstanding any stock or other securities convertible into or exchangeable for any shares of capital stock, any rights to subscribe for or to purchase or any options for the purchase of or any agreements providing for the issuance (contingent or otherwise) of, or any calls, commitments or claims of any other character relating to the issuance of any capital stock, or any stock or securities convertible into or exchangeable for any capital stock which have not been waived (other than as contemplated by this Agreement); and (vi) except as disclosed on Schedule 3.1.10, neither First nor any of its Subsidiaries is subject to any obligation (contingent or otherwise) to repurchase or otherwise acquire or retire any shares of capital stock.
STRUCTURE; CAPITALIZATION. The Borrower is the record and beneficial owner of all issued and outstanding common shares of Olympic Steel Minneapolis, Inc., Olympic Steel Lafayette, Inc., Olympia International, Inc. and Oly Steel Welding, Inc. and (b) Olympic Steel Minneapolis, Inc. is the record and beneficial owner of all issued and outstanding common shares of Olympic Steel Iowa, Inc. The authorized and issued capital stock of the Borrower is as follows: 20,000,000 shares of common stock of which 9,631,000 shares of such common stock are issued and outstanding and 65 72
STRUCTURE; CAPITALIZATION. The Borrower Representative has delivered to the Lender true and correct copies of Charter Documents for each Borrower. The record and beneficial owners of the equity interests of the Borrowers and their Subsidiaries are as described in the Disclosure Schedule. No Borrower has any Subsidiaries other than as described in the Disclosure Schedule. Except as set forth in the Disclosure Schedule, there are no options, warrants or other rights to acquire any of the capital stock of any Borrower. Peak Resorts and each of its Subsidiaries has and will continue to have a Fiscal Year end on the last day of April in each calendar year.
STRUCTURE; CAPITALIZATION. By reason of consummation of the Merger, Kirtland Capital, together with the Affiliates thereof, are the record and beneficial owner of approximately eighty seven (87%( of the issued and outstanding capital stock of Instron Corporation. Instron Corporation is the record and beneficial owner of all issued and outstanding equity interests of each of Instron Schexxx
