Caldera Common Stock definition

Caldera Common Stock is defined in Section 1.2(a).
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Caldera Common Stock has the meaning set forth in Section 2.01 hereof.
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Examples of Caldera Common Stock in a sentence

  • No consideration that could constitute "other property" within the meaning of Section 356(b) of the Internal Revenue Code is being transferred by Newco for the Caldera Common Stock in the Merger.

  • The Newco Common Stock issued in the Merger will be issued solely in exchange for the Caldera Common Stock, and no other transaction other than the Merger represents, provides for or is intended to be an adjustment to the consideration paid for the Caldera Common Stock.

  • For this purpose, the Newco Common Stock will be valued at the average closing price of the Caldera Common Stock for the ten days following the public announcement of this Agreement, as adjusted for stock splits, stock dividends, changes in the Caldera Ratio and other recapitalizations.

  • Each share of Caldera Common Stock held in the treasury of Caldera or any of which are owned by Newco, Caldera, or any direct or indirect wholly owned subsidiary of Newco or Caldera immediately prior to the Effective Time shall be cancelled and extinguished without any conversion thereof.

  • Except as set forth in Section 2.2(d) of the SCO Disclosure Letter, none of SCO or any of its direct or indirect subsidiaries owns, or will own immediately prior to the Effective Time, any Caldera Common Stock.

  • The affirmative vote of a majority of the shares of Caldera Common Stock that cast votes regarding the Merger and the SCO Transaction in person or by proxy at the Caldera Stockholders Meeting is the only vote of the holders of any class or series of Caldera's capital stock necessary to approve this Agreement and the transactions contemplated hereby.

  • Each share of the Common Stock of Caldera ("Caldera Common Stock") that is issued and outstanding immediately prior to the Effective Time will by virtue of the Merger and at the Effective Time, and without any further action on the part of Caldera, Newco or any holder of Caldera Common Stock, be converted into one share (the "Caldera Ratio") of validly issued, fully paid and nonassessable Newco Common Stock.

  • The affirmative vote of a majority of the shares ------------- of Caldera Common Stock that cast votes regarding the Merger and the SCO Transaction in person or by proxy at the Caldera Stockholders Meeting is the only vote of the holders of any class or series of Caldera's capital stock necessary to approve this Agreement and the transactions contemplated hereby.

  • The value to be used for any such set-off of New Caldera Common Stock shall be 75% of the closing price as reported by NASDAQ of New Caldera's Common Stock on the date of such set-off.

  • Except as set forth in Section 2.2(d) of ----------------- -------------- the SCO Disclosure Letter, none of SCO or any of its direct or indirect subsidiaries owns, or will own immediately prior to the Effective Time, any Caldera Common Stock.

Related to Caldera Common Stock

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

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

  • 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.

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

  • New Common Stock means shares of Common Stock and/or securities convertible into, and/or other rights exercisable for, Common Stock, which are offered or sold in a New Transaction.

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

  • 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.

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

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

  • Series B Common Stock means the Series B Common Stock, par value $0.01 per share, of the Company.

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

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

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

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Class A Common Shares means shares of the Class A Common Stock, par value $.01 per share, of the Company.

  • Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of the Company.

  • Class B Common Shares means (x) the Company’s Class B Common shares, $0.002 par value per share, the terms of which may be designated by the board of directors of the Company in a certificate of designations and (y) any share capital into which such preferred shares shall have been changed or any share capital resulting from a reclassification of such preferred shares (other than a conversion of such preferred shares into Common Shares in accordance with the terms of such certificate of designations).

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

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

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

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

  • Company Common Shares means the common shares in the capital of the Company.

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

  • Fully-Diluted Common Stock means the aggregate of all outstanding Common Stock as of the date hereof, plus all shares of Common Stock issuable upon the exercise or conversion of securities exercisable for, or convertible into, shares of Common Stock of the Company which securities are outstanding or issuable as of the date hereof.

  • Common Stock means the common stock of the Company.