API Common Stock definition
Examples of API Common Stock in a sentence
Any portion of the Exchange Fund which remains undistributed to the ZERO Stockholders after twelve (12) months after the Effective Time of Merger shall be delivered to API, upon demand, and any ZERO Stockholders who have not theretofore complied with this Article II of this Agreement shall thereafter look only to API for payment of their claim for shares of API Common Stock, any cash in lieu of fractional share interests and any dividends or distributions with respect to API Common Stock.
Nothing in this Agreement shall require Stockholder to exercise any API Options or warrants to purchase API Common Stock.
API is duly and lawfully authorized by its -------------- Articles of Association, as amended, to issue 500 million shares of API common stock ("API Common Stock") $.01 par value per share of which as of the date hereof, there are 5,921,434 issued and outstanding shares.
This Agreement, the Merger and the other transactions contemplated by this Agreement shall have received the requisite approval and authorization of the ZERO Stockholders and the issuance of shares of API Common Stock pursuant to this Agreement shall have received the requisite approval and authorization of the API Stockholders.
If a fractional share interest results after such aggregation, each holder of a fractional share interest shall be paid an amount in cash equal to the product obtained by multiplying such fractional share interest by the average of the closing price per share of API Common Stock as reported on the New York Stock Exchange - Composite Transactions on each of the ten (10) consecutive trading days ending on and including the fifth (5th) trading day immediately preceding the Closing Date.
Sim, President and Chief Executive Officer EXHIBIT 1A TO MERGER AGREEMENT FORM OF API AFFILIATE LETTER Gentlemen: The undersigned is a holder of shares of Class A Common Stock, par value $.20 per share ("API Common Stock") of Applied Power Inc., a Wisconsin corporation ("API") and understands that API, ZERO Corporation ("ZERO") and a subsidiary of API are parties to an Agreement and Plan of Merger providing for the merger of ZERO with a subsidiary of API (the "Merger").
This Agreement, the Merger and the transactions contemplated by this Agreement shall have received the requisite approval and authorization of the ZERO Stockholders and the issuance of shares of API Common Stock pursuant to this Agreement shall have received the requisite approval and authorization of the API Stockholders.
Notwithstanding any other provision of this Agreement, the letter of transmittal referred to in Section 2.8(b) of this Agreement may, at the option of API, provide for the ability of a holder of one or more ZERO Certificates to elect that API Common Stock to be received in exchange for the ZERO Common Stock formerly represented by such surrendered ZERO Certificates be issued in uncertificated form.
Neither the Exchange Agent nor any party to this Agreement shall be liable to any ZERO Stockholder for any shares of ZERO Common Stock or API Common Stock (or dividends or distributions with respect thereto) or cash delivered to a public official pursuant to any abandoned property, escheat or similar Law.
API shall have received notice from the New York Stock Exchange that the shares of API Common Stock to be issued or reserved for issuance pursuant to this Agreement are approved for listing on the New York Stock Exchange subject to official notice of issuance.