Examples of Company Series D Stock in a sentence
A total of 7,580,229 shares of Company Common Stock, 2,298,309 shares of Company Series A Stock, 1,739,125 shares of Company Series B Stock, 26,542,882 shares of Company Series C Stock, 20,966,949 shares of Company Series D Stock, and 16,666,668 shares of Company Series E Stock are issued and outstanding as of the Agreement Date.
Each share of Company Common Stock and each share of Company Series D Stock that is held by the Company as treasury stock, or owned by the Company, the Company Subsidiaries, Parent or Sub (the "Excluded Shares") shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist, and no consideration shall be delivered in exchange therefor.
The Company shall provide prompt notice to Parent of any demands received by the Company for appraisal of any shares of Company Common Stock or Company Series D Stock, attempted withdrawals of any such demands and any other documents received in connection with any assertion of rights to payment of fair value under Section 262 of the DGCL, and Parent shall have the right to participate in and direct all negotiations and proceedings with respect to such demands.
For purposes of determining the amount of cash to be deposited into the Exchange Fund, Parent shall assume that no stockholder of the Company will perfect any right to appraisal of his, her or its shares of Company Common Stock or Company Series D Stock, as the case may be.
If Parent, Sub, or the Surviving Corporation, as the case may be, so withholds amounts, such amounts shall be treated for all purposes of this Agreement as having been paid to the holder of the shares of Company Common Stock or Company Series D Stock in respect of which such deduction or withholding was made by Parent, Sub, or the Surviving Corporation.
Parent, Sub and the Surviving Corporation shall be entitled to deduct and withhold from the consideration otherwise payable to any holder of Company Common Stock or Company Series D Stock pursuant to this Agreement such amounts as may be required to be deducted and withheld with respect to the making of such payment under the Code, or under any provision of state, local or foreign tax law.
All of the issued and outstanding shares of Company Series A Stock, Company Series B Stock, Company Series C Stock and Company Series D Stock shall have been converted into Company Common Shares at the affirmative election of the holders of such shares in accordance with the Company Certificate of Incorporation (the “Conversion”).
The authorized capital stock of the Company consists of 100,000,000 shares of Company Common Stock and 69,903,035 shares of Company Preferred Stock, of which 2,298,309 shares have been designated as Company Series A Stock, 1,739,125 shares have been designated as Company Series B Stock, 27,093,479 shares have been designated as Company Series C Stock, 21,355,455 18 shares have been designated as Company Series D Stock, and 17,416,667 shares have been designated as Company Series E Stock.
For purposes of determining the amount of cash to be deposited into the Exchange Fund, Parent shall assume that no stockholder of the Company will perfect any right toappraisal of his, her or its shares of Company Common Stock or Company Series D Stock, as the case may be.
If Parent, Sub, or the Surviving Corporation, as the case may be, so withholds amounts, such amounts shall be treated for all purposes of this Agreement as having been paid to the holder of the shares ofCompany Common Stock or Company Series D Stock in respect of which such deduction or withholding was made by Parent, Sub, or the Surviving Corporation.