Acquired Common Stock definition

Acquired Common Stock. (i) prior to the occurrence of the Subsequent Closing, the Common Stock issuable upon conversion of the Preferred Shares acquired by the Purchasers at the Initial Closing and upon exercise of the 25 Warrant, and (ii) thereafter, the Common Stock issuable upon conversion of the Preferred Shares acquired by the Purchasers at both the Initial Closing and the Subsequent Closing and upon conversion of both the Warrants.
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Acquired Common Stock means the Common Stock acquired by the Sellers as consideration pursuant to the transactions contemplated by the Purchase Agreement.
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Acquired Common Stock shall have the meaning ascribed to such term in Section 2.1.
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Examples of Acquired Common Stock in a sentence

  • The Investor is aware that the Acquired Common Stock is being offered in a transaction not involving a public offering in the United States, that the offer and sale of the Acquired Common Stock has not been registered under the Securities Act, and that the Investor may only sell or transfer Acquired Common Stock under the limited circumstances set forth in Article 7.

  • When shares of Acquired Common Stock are sold to the Investors on the Closing Date as contemplated by this Agreement, the respective Investors will own such shares free and clear of any liens, encumbrances or claims of any other persons, other than liens imposed because of acts of the Investors and restrictions on transfer imposed by applicable securities or banking laws.

  • The Investor is, however, relying on the representations and warranties of the Company in this Agreement in making its decision to purchase Acquired Common Stock.

  • The Investor will be acquiring the Acquired Common Stock for investment (as that term is defined in the rules under the HSR Act) and, assuming the Company’s representations and warranties in Section 3.1(h) are correct, the acquisition of the Acquired Common Stock by the Investor as contemplated by this Agreement will not result in the Investor’s owning 25% or more of the outstanding Common Stock.

  • The Company will have no obligation to reimburse the Investor for the amount that is less than 2% or more than 15% of the Aggregate Purchase Price the Investor has agreed in Section 1.1 to pay for the Acquired Common Stock it is purchasing.

  • The Investor’s decision to enter into this Agreement and to purchase the Acquired Common Stock it has agreed to purchase was based on the Investor’s or its adviser’s independent analysis of the merits and risks of an investment in Acquired Common Stock, taking into account the Investor’s own financial circumstances.

  • Upon receipt by the Company of confirmation that such funds have been received, the Company will instruct The Bank of New York Mellon Shareholder Services (or its successor), as transfer agent, to issue the Acquired Common Stock to the Investor in book entry form.

  • The Investor has, or has legally binding commitments from equity investors, lenders or both to provide, and the Investor will have on the Closing Date, all the funds the Investor will require to enable the Investor to pay the purchase price for the Acquired Common Stock it will be purchasing as described in Section 1.1 when and as contemplated by this Agreement.

  • A Certificate of Appointment is not required for cardholders exercising only micro-purchase authority.

  • The purchases of the Acquired Common Stock contemplated by this Agreement will not, either alone or together with the purchases of Common Stock contemplated by the other Investor Agreements, constitute a Business Combination subject to Section B of Article Tenth of the Company’s Articles of Incorporation and will not be subject to any statutory or other provisions regarding business combinations with interested stockholders or other anti-takeover provisions.


More Definitions of Acquired Common Stock

Acquired Common Stock means the Common Stock of DIGITAL to be acquired by HEALTHAXIS hereunder.
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Acquired Common Stock means any Common Stock acquired by an Investor after November 10, 2014.
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Related to Acquired Common Stock

  • Target Common Stock means the common stock, $.0001 par value per share, of Target.

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

  • Seller Common Stock means the common stock, par value $0.01 per share, of Seller.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Acquiror Common Stock means the common stock, $0.001 par value per share, of Acquiror.

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • Purchaser Common Stock means the common stock, par value $0.01 per share, of Purchaser.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • Fully-Diluted Common Stock means, at any time, the then outstanding Common Stock of the Company plus (without duplication) all shares of Common Stock issuable, whether at such time or upon the passage of time or the occurrence of future events, upon the exercise, conversion or exchange of all then outstanding Common Stock Equivalents.

  • Buyer Common Stock means the common stock, par value $0.01 per share, of Buyer.

  • Underlying Common Stock means the Common Stock into which the Notes are convertible or issued upon any such conversion.

  • Common Shares means the common shares in the capital of the Corporation;

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Parent Common Stock means the common stock, par value $0.01 per share, of Parent.

  • Company Shares means the common shares in the capital of the Company;

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Restricted Common Stock means shares of Common Stock which are, or which upon their issuance on the exercise of this Warrant would be, evidenced by a certificate bearing the restrictive legend set forth in Section 9.1(a).

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Founders’ Common Stock means all of the shares of Common Stock of the Company acquired by an Insider prior to the IPO for a price of approximately $0.005875 per share;

  • Common Stock means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.

  • Ordinary Shares means the ordinary shares, par value $0.0001 per share, of the Company.

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.