0000916641-97-000006 Sample Contracts

AMENDED AND RESTATED RIGHTS AGREEMENT
Rights Agreement • January 2nd, 1997 • Circuit City Stores Inc • Retail-radio, tv & consumer electronics stores • Virginia
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RESTATED RIGHTS AGREEMENT The Company has issued preferred stock purchase rights (the "Original Rights") to all holders of the Existing Common Stock pursuant to a Rights Agreement dated April 29, 1988 between the Company and Crestar Bank, as Rights...
Rights Agreement • January 2nd, 1997 • Circuit City Stores Inc • Retail-radio, tv & consumer electronics stores

The Company has issued preferred stock purchase rights (the "Original Rights") to all holders of the Existing Common Stock pursuant to a Rights Agreement dated April 29, 1988 between the Company and Crestar Bank, as Rights Agent, as amended and restated as of March 5, 1996 (the "Rights Agreement"). If the CarMax Stock Proposal is approved by the shareholders and implemented by the Board of Directors, (i) the Rights Agreement will be amended and restated (the "Restated Rights Agreement") to reflect the change in the capital structure of the Company, (ii) the Articles will be amended by action of the Board of Directors to establish a new series of Preferred Stock (the "Series F Preferred Stock"), (iii) the Board of Directors will authorize the issuance of one preferred stock purchase right (a "CarMax Right") with respect to each share of CarMax Stock that might be issued from time to time, including each such share issued pursuant to the CarMax Stock Offering, and (iv) each Original Righ

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