Examples of Company Preferred B Shares in a sentence
Upon the terms and subject to the conditions set forth herein, subject to the satisfaction or waiver of all of the conditions set forth in Section 1(b) of this Agreement, at the Purchase Closing Time, the Company shall issue and sell to the Investor, and the Investor shall purchase from the Company, the Company Preferred B Shares.
As of the date hereof, the authorized capital stock of the Company consists of 36,000,000 Company Shares and 150,000 shares of cumulative preferred stock, $50 par value per share (the "Company Preferred A Shares") and 200,000 shares of cumulative preferred stock, $100 par value per share (the "Company Preferred B Shares").
The Investor understands that the Company Preferred B Shares being purchased hereunder have not been registered under the 1933 Act, nor qualified under any foreign or state securities laws, and that they are being offered and sold pursuant to an exemption from such registration and qualification based in part upon the representations of such Investor contained herein.
At the close of business on December 12, 1997 (i) 13,514,094 Company Shares were issued and outstanding; (ii) 44,399 shares of Company Preferred A Shares were issued and outstanding; and (iii) 26,989 shares of Company Preferred B Shares were issued and outstanding.
The Merger Parties hereby agree that in the event that the Share Purchase is consummated under this Agreement, but the Business Combination is not consummated within five (5) Business Days thereafter, unless otherwise agreed by the Investor, at the end of such five (5) Business Day period, the Company Preferred B Shares will be automatically redeemed by the Company in exchange for the Purchase Price.
The Investor is acquiring the Company Preferred B Shares purchased hereunder for its own account for investment and not with a view towards the resale, transfer or distribution thereof, nor with any present intention of distributing such Company Preferred B Shares, in each case in violation of the 1933 Act.
The Investor has not agreed to give any Person any interest or right in the Company Preferred B Shares.
As of the date of this Agreement, there are 48,895 Company Ordinary Shares issued and outstanding, 92,089 Company Ordinary A Shares issued and outstanding, 198,725 Company Preferred A Shares issued and outstanding, 54,200 Company Preferred A-1 Shares issued and outstanding, 253,952 Company Preferred B Shares issued and outstanding, and 95,587 Company Preferred B-1 Shares issued and outstanding.
Other than the fees payable to Xxxxx & Company, LLC in connection with the consummation of the Business Combination, no commission or other remuneration has been paid by PubCo for soliciting the exchange of the Company Preferred B Shares for the Exchange Securities as contemplated by the Exchange Documents.
At the Purchase Closing Time (x) the Investor shall pay the Purchase Price to the Company and (y) the Company shall credit the Investor with the Company Preferred B Shares on its books and records and have its transfer agent record the shares in its direct registration system.