Acquiror Series A Preferred Stock definition

Acquiror Series A Preferred Stock means the shares of Acquiror’s Series A Convertible Preferred Stock, par value $0.0001 per share.

Acquiror Series A Preferred Stock is defined in Section 1.05.

Acquiror Series A Preferred Stock means the Series A Convertible Preferred Stock, par value $0.001, subject to the terms contained in the Certificate of Designation.

Examples of Acquiror Series A Preferred Stock in a sentence

• Holders of options, warrants or other rights to acquire, or securities convertible into or exchangeable for, Acquiror Securities are not entitled to adjustments to the number of Acquiror Securities underlying such options, warrants or other rights or convertible or exchangeable securities, or to adjustments to respective exercise or conversion prices, by reason of the issuance of Acquiror Series A Preferred Stock in the Merger.

• Each share of common stock, $.01 par value per share, of the Company ("Company Common Stock") issued and outstanding immediately prior to the Effective Time (other than any shares of Company Common Stock to be canceled pursuant to Section 2.01(c)), shall be converted, subject to Section 2.02(e), into the right to receive one-tenth of one share of Acquiror Series A Preferred Stock (the "Common Stock Merger Consideration").

• The Restated Charter shall contain the rights, preferences, privileges and restrictions of the Acquiror Non-Voting Common Stock, the Acquiror Series A Preferred Stock and the Acquiror Series A Non-Voting Preferred Stock.

• The shares of Acquiror Series A Preferred Stock to be issued in the Merger shall have been approved for listing on the Nasdaq National Market.

• Certificates or other instruments which prior to the Effective Time represented shares of Company Common Stock shall be exchanged for certificates representing whole shares of Acquiror Series A Preferred Stock issued in consideration therefor upon the surrender of such certificates or instruments in accordance with the provisions of Section 2.02, without interest.

• Each of Acquiror and the Company will use all reasonable efforts to have or cause the Registration Statement to become effective as promptly as practicable, and shall take any action required to be taken under any applicable federal or state securities Laws in connection with the issuance of shares of Acquiror Series A Preferred Stock and the Discrepancy Notes in the Merger.

• No fractional share of Acquiror Series A Preferred Stock shall be issued, and, in lieu thereof, a cash payment shall be made pursuant to Section 2.02(e) hereof.

• One right to purchase one-hundredth of a share of Acquiror Series A Preferred Stock (each, an “Acquiror Right”), issued pursuant to the Rights Agreement dated as of April 29, 2005, between Acquiror and Equiserve Trust Company, N.A., a New York company (the “Acquiror Rights Agreement”), is associated with and will be attached to each share of Acquiror Common Stock issued as Merger Consideration.

• No later than the Effective Time, Acquiror shall prepare and file with the Commission a registration statement on Form S-8 (or other appropriate form) registering a number of shares of Acquiror Common Stock and Acquiror Series A Preferred Stock necessary to fulfill Acquiror's obligations under this Section 6.13(c).

• An aggregate of two fully paid and nonassessable shares of newly designated Acquiror Series A Preferred Stock (the “Acquiror Preferred Shares” and, together with the Acquiror Common Shares, the “Acquiror Shares”) shall be issued at a price per share of $1.00 to each of the Acquiree Principal Shareholders.

More Definitions of Acquiror Series A Preferred Stock

Acquiror Series A Preferred Stock has the meaning set forth in Section 3.05(a).

Acquiror Series A Preferred Stock means the Series A Voting Preferred Stock, par value $0.000001 per share, of the Acquiror with such rights, privileges and preferences as are set forth in the Certificate of Designation (together with any securities into which such shares may be reclassified, whether by merger, charter amendment or otherwise).