ESI Common Stock definition

ESI Common Stock has the meaning ascribed to such term in the Recitals to this Agreement.
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ESI Common Stock means the Common Stock, par value $1.00 per share, of ESI.
Sample 1

Examples of ESI Common Stock in a sentence

  • After the Effective Time, ESI will issue and deliver, or will cause to be issued and delivered, in accordance with the provisions of this Agreement, stock certificates representing the number of shares of ESI Common Stock to be issued in the Merger.

  • ESI will cause the shares of ESI Common Stock issuable upon exercise of the Options in accordance with Section 1.3.3 to be issued pursuant to a then-effective Registration Statement or otherwise to be registered after the Closing Date on a Registration Statement on Form S-8 to be filed no later than 30 days after the Closing Date.

  • No certificates or scrip evidencing fractional shares of ESI Common Stock will be issued in the Merger, and such fractional share interests will not entitle the owner thereof to any rights as a shareholder of ESI.

  • On the Closing Date, ESI will, on behalf of each of the Key Shareholders, deliver to the Escrow Agent an aggregate of $1,500,000 worth of the shares of ESI Common Stock to be received by the Key Shareholders pursuant to Section 1.3 (such deposited shares, the "Escrowed Property").

  • The Key Shareholders will execute and deliver, at or before the Closing, the Standstill Agreement in the form attached as Exhibit E (the "Standstill Agreement") providing for, in addition to the terms of the Escrow Agreement, restrictions on the resale of shares of ESI Common Stock received by the Key Shareholders as Merger Consideration.

  • ESI has no plan or intention to reacquire any ESI Common Stock issued as Merger Consideration.

  • In lieu of a fractional share, ESI will pay any holder of shares of Dynamotion Common Stock who would otherwise have been entitled to a fraction of a share of ESI Common Stock upon surrender of the certificates therefor an amount of cash (without interest) determined by multiplying (a) the Average Sale Price by (b) the fractional share interest in ESI Common Stock to which such holder would otherwise be entitled.

  • The shares of ESI Common Stock to be issued pursuant to this Agreement will have been registered under the Securities Act of 1933, as amended, and under the securities laws of such states as counsel for ESI deems necessary or exemptions from such state registration or qualification will have been determined by such counsel to be available, and will have been listed on the Nasdaq National Market System.

  • The shares to be delivered to the Escrow Agent on behalf of each Key Shareholder will be withheld from the shares of ESI Common Stock otherwise to be received by such Key Shareholder pursuant to Section 1.3 in the amounts set forth on Schedule 6.3. The Escrowed Property will be deposited with the Escrow Agent pursuant to the terms of the Escrow Agreement.

  • In addition, from and after the Effective Time, ESI will reserve and make available and will keep reserved and available for so long as any Option remains outstanding such number of shares of ESI Common Stock as are issuable upon the exercise of all outstanding Options.

Related to ESI Common Stock

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

  • Class V Common Stock means the Class V common stock, par value $0.0001 per share, of the Corporation.

  • 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.

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

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

  • 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.

  • Class B Common Stock means the Class B common stock, par value $0.0001 per share, of the Company.

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

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

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

  • Common Stock means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • Company Common Stock means the 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.

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

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

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

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

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

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

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

  • Founders’ Common Stock means all of the shares of Common Stock of the Company acquired by an Insider prior to the IPO for a price of approximately $0.005875 per share;

  • Fully-Diluted Common Stock means, at any time, the then outstanding Common Stock of the Company plus (without duplication) all shares of Common Stock issuable, whether at such time or upon the passage of time or the occurrence of future events, upon the exercise, conversion or exchange of all then outstanding Common Stock Equivalents.

  • Class A Common Shares means class A common shares of a nominal or par value of US$0.00001 each in the capital of the Company having the rights provided for in the Memorandum and Articles of Association, and any shares into which such class A common shares may be converted.

  • Class B Common Shares means the Class B Convertible Voting Common Shares of the Company, par value $1.00 per share.

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