Common Stock Equivalent Shares definition

Common Stock Equivalent Shares means the number of shares of Common Stock equal to one million (1,000,000) for each Preferred Share as appropriately adjusted for any stock split or similar reclassification of shares of Common Stock as if the holder of a Preferred Share was a holder of record of the number of shares of Common Stock that would be issued upon conversion of such Preferred Stock immediately prior to such transaction.
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Common Stock Equivalent Shares means with respect to any one or more Effective Time Holder, the sum of (i) the aggregate number of shares of Company Capital Stock held by such Effective Time Holder immediately prior to the Effective Time, plus (ii) the aggregate number of shares of Company Common Stock issuable upon the exercise of all vested Company Options held by such Effective Time Holder immediately prior to the Effective Time.
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Common Stock Equivalent Shares means (A) in respect of Common Stock equivalents that are convertible into or exchangeable or exercisable for shares of Common Stock, the number of shares of Common Stock into which such Common Stock Equivalents are exchangeable or exercisable, as the case may be, and (B) in respect of Common Stock Equivalents that are convertible into or exchangeable or exercisable for Voting Preferred, (I) if such Voting Preferred is convertible into shares of Common Stock, the number of such shares of Common Stock, and (II) if such Voting Preferred is not convertible into shares of Common Stock, the number of such shares of Voting Preferred. For the purposes of any computation made in accordance with this Section, shares of Common Stock or Common Stock Equivalents issuable by way of a dividend or distribution shall be deemed to have been issued immediately after the opening of business on the day following the record date for the determination of stockholders entitled to receive such dividend or distribution. Not less than ten business days in advance of any event referred to in clauses (i) and (ii) above, Maker shall provide Holder with notice of such event including a detailed description of such event.
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Examples of Common Stock Equivalent Shares in a sentence

  • In the event that more than one Eligible Offeree Shareholder wishes to purchase the Offered Stock to be sold, the right to purchase shall be allocated among such Eligible Offeree Shareholders in proportion to their ownership of Common Stock Equivalent Shares.

  • As used herein, the term "Common Stock Equivalent Shares" held by any person shall be all shares of the Company's Common Stock held by such person and all shares of Common Stock issuable upon conversion or exchange of any convertible or exchangeable security held by such person or issuable upon exercise of any option, warrant, or other right held by such person, in each case whether or not such security, option, warrant, or right is by its terms then convertible, exchangeable, or exercisable.

  • FOR VALUE RECEIVED ___________________________________ hereby sells, assigns and transfers unto __________________________ the right to purchase [______%] of the number of shares of Common Stock or Common Stock Equivalent Shares covered by the within Warrant, and does hereby irrevocably constitute and appoint ________________________________________ Attorney to transfer the said Warrant on the books of the Company (as defined in said Warrant) with full power of substitution.

  • The Company will reserve and set apart and ---------------------- have at all times, free from preemptive rights, a number of shares of authorized but unissued Common Stock or Common Stock Equivalent Shares deliverable upon the exercise of this Warrant or of any other rights or privileges provided for therein sufficient to enable the Company at any time to fulfill all its obligations thereunder.

  • This Warrant ------------------------------------------------- initially shall be exercisable for 56,957 shares of Common Stock or 570 Common Stock Equivalent Shares, subject to any adjustment pursuant to Section 3.3.

  • The term "Common Stock Equivalent Shares" held by any Investor shall be all shares of the Company's Common Stock held by such Investor and all shares of Common Stock issuable upon conversion or exchange of any convertible or exchangeable security held by such Investor or issuable upon exercise of any option, warrant, or other right held by such Investor, in each case whether or not such security, option, warrant, or right is by its terms then convertible, exchangeable, or exercisable.

  • The Conversion Shares, the Additional Warrants, and the shares of Common Stock or Common Stock Equivalent Shares issuable upon conversion of the Conversion Shares and/or Additional Warrants shall be duly authorized, validly issued, fully paid and non-assessable; will be free and clear of all Liens; and assuming that the representations of the Purchasers in Section 6 hereof are true and correct, will be issued in compliance with all applicable federal and state securities laws.

  • The Company will at all times reserve and keep available, solely for issuance and delivery on the exercise of this Debenture pursuant to this Section, all shares of Series C Convertible Preferred Stock from time to time issuable upon such exercise and such shares of Common Stock or Common Stock Equivalent Shares issuable upon exercise of the Additional Warrants and/or conversion of the Conversion Shares.

  • Shares Authorized Issued and Outstanding Shares Common Stock Equivalent Shares Common Stock Unlimited 51,345,640 51,345,640 Preferred Stock Unlimited 0 0 Warrants to Purchase Common Stock 2,864,823 2,864,823 Options to Purchase Common Stock 3,352,783 3,352,783 As of the date of the Agreement, the table below sets forth the number of shares of Common Stock owned beneficially, and of record, by Affiliates of the Company, based on 51,345,640 shares of Common Stock outstanding.

  • To the extent one or more Investors elects not to participate in the purchase of the Directed Shares, or elects to participate as to some but not all of the Directed Shares, the right to purchase any remaining Directed Shares shall be allocated among the participating Investors in proportion to their ownership of Common Stock Equivalent Shares (as defined in Section 3.2(b)).


More Definitions of Common Stock Equivalent Shares

Common Stock Equivalent Shares means all Underlying Common Stock then in existence and any other Common Stock then outstanding.
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Common Stock Equivalent Shares has the meaning set forth in paragraph 3(b)(ii).
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Common Stock Equivalent Shares means, with respect to each Effective Time Holder, the sum of (a) the aggregate number of shares of Company Common Stock held by such Effective Time Holder, plus (b) the aggregate number of shares of Company Common Stock that the shares of Company Preferred Stock held by such Effective Time Holders are convertible into, plus (c) the aggregate number of shares of Common Stock underlying the Cash-Out Options held by an Effective Time Holder, in each case, immediately prior to the Effective Time.
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Related to Common Stock Equivalent Shares

  • Common Stock Equivalent means any Convertible Security or warrant, option or other right to subscribe for or purchase any Additional Shares of Common Stock or any Convertible Security.

  • Common Stock Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Common Stock, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common Stock.

  • Equivalent Shares means Preferred Shares and any other class or series of capital stock of the Company which is entitled to the same rights, privileges and preferences as the Preferred Shares.

  • Preferred Stock Equivalents shall have the meaning set forth in Section 11(b) hereof.

  • Excluded Stock and Stock Equivalents means (i) any Capital Stock or Stock Equivalents with respect to which, in the reasonable judgment of the Administrative Agent and the Borrower (as agreed to in writing), the cost or other consequences of pledging such Capital Stock or Stock Equivalents in favor of the Secured Parties under the Security Documents shall be excessive in view of the benefits to be obtained by the Lenders therefrom, (ii) solely in the case of any pledge of Capital Stock and Stock Equivalents of any Foreign Subsidiary or any CFC Holding Company, any Capital Stock or Stock Equivalents of any class of such Foreign Subsidiary or CFC Holding Company in excess of 65% of the outstanding Capital Stock of such class, (iii) any Capital Stock or Stock Equivalents to the extent the pledge thereof would violate any applicable Requirements of Law (including any legally effective requirement to obtain the consent of any Governmental Authority unless such consent has been obtained), (iv) in the case of (A) any Capital Stock or Stock Equivalents of any Subsidiary to the extent such Capital Stock or Stock Equivalents are subject to a Lien permitted by clause (ix) of the definition of Permitted Lien or (B) any Capital Stock or Stock Equivalents of any Subsidiary that is not a Wholly-Owned Subsidiary of the Borrower and its Subsidiaries at the time such Subsidiary becomes a Subsidiary, any Capital Stock or Stock Equivalents of each such Subsidiary described in clause (A) or (B) to the extent (I) that a pledge thereof to secure the Obligations is prohibited by any applicable Contractual Requirement and other than proceeds thereof the assignment of which is expressly deemed effective under the Uniform Commercial Code or other applicable law notwithstanding such prohibition or restriction), (II) any Contractual Requirement prohibits such a pledge without the consent of any other party; provided that this clause (II) shall not apply if (x) such other party is a Credit Party or Wholly-Owned Subsidiary or (y) consent has been obtained to consummate such pledge (it being understood that the foregoing shall not be deemed to obligate the Borrower or any Subsidiary to obtain any such consent) and for so long as such Contractual Requirement or replacement or renewal thereof is in effect, or (III) a pledge thereof to secure the Obligations would give any other party (other than a Credit Party or Wholly-Owned Subsidiary) to any contract, agreement, instrument, or indenture governing such Capital Stock or Stock Equivalents the right to terminate its obligations thereunder and other than proceeds thereof the assignment of which is expressly deemed effective under the Uniform Commercial Code or other applicable law notwithstanding such prohibition or restriction), (v) any Capital Stock or Stock Equivalents of any Subsidiary to the extent that the pledge of such Capital Stock or Stock Equivalents would result in materially adverse tax consequences to the Borrower or any Subsidiary as reasonably determined by the Borrower in consultation with the Administrative Agent, (vi) any Capital Stock or Stock Equivalents that are margin stock, and (vii) any Capital Stock and Stock Equivalents of any Subsidiary that is not a Material Subsidiary or is an Unrestricted Subsidiary, a captive insurance Subsidiary, an SPV or any special purpose entity.

  • Ordinary Shares Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Ordinary Shares, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Ordinary Shares.

  • Common Stock means the common stock of the Company.

  • Common Share Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Common Shares, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common Shares.

  • Ordinary Share Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Ordinary Shares or ADSs, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Ordinary Shares or ADSs.

  • Ordinary Shares shall have the meaning given in the Recitals hereto.

  • Common Share Equivalent shall have the meaning ascribed to it in Section 11(a)(iii) hereof.

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

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

  • Capital Shares Equivalents means any securities, rights, or obligations that are convertible into or exchangeable for or give any right to subscribe for any Capital Shares of the Company or any warrants, options or other rights to subscribe for or purchase Capital Shares or any such convertible or exchangeable securities.

  • Stock Equivalents means all securities convertible into or exchangeable for Stock and all warrants, options or other rights to purchase or subscribe for any Stock, whether or not presently convertible, exchangeable or exercisable.

  • Common Stock Dividend means a stock dividend declared and paid on the Common Stock that is payable in shares of Common Stock.

  • Fully-Diluted Common Stock means the outstanding Common Stock and the shares of Common Stock issued or issuable upon exercise of Warrants (assuming full exercise).

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

  • Equivalent Preferred Shares shall have the meaning set forth in Section 11(b) hereof.

  • Common Share means one share of the common stock of the Company.

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

  • Equivalent Preferred Stock shall have the meaning set forth in Section 11(b) hereof.

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

  • 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”):

  • Company Convertible Securities means, collectively, any other options, warrants or rights to subscribe for or purchase any capital shares of the Company or securities convertible into or exchangeable for, or that otherwise confer on the holder any right to acquire any capital shares of the Company.

  • Shares means the interests of Shareholders corresponding to the redeemable securities of record issued by the Fund under the Investment Company Act of 1940 that are held by the Intermediary.