Fully Diluted Outstanding Common Stock definition

Fully Diluted Outstanding Common Stock means the sum of (a) 30,790,086 shares of Common Stock, (b) the aggregate number of shares of Common Stock issued by the Company after the Closing Date pursuant to Section 2(d) of the Asset Purchase Agreement, (c) the aggregate number of shares of Common Stock issued by the Company after the Closing Date pursuant to Section 1.4(b) and Section 1.4(c)(iii) of the Merger Agreement; and (d) the number of Option Shares.

Fully Diluted Outstanding Common Stock means, as of a particular date, the sum of (a) the then issued and outstanding shares of Common Stock and (b) the shares of Common Stock then issuable pursuant to outstanding securities of the Company that entitle the holder thereof to acquire at any time Common Stock, including, without limitation, any debt, preferred stock, rights, options, warrants 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 or securities that are themselves convertible into or exercisable or exchangeable for Common Stock.

Fully Diluted Outstanding Common Stock means the sum of (a) the number of shares of Common Stock actually outstanding on the Subsequent Closing Date (or, if the Subsequent Closing is not consummated, the Initial Closing Date), as determined immediately prior to the consummation of the transactions contemplated by the Asset Purchase Agreement, (b) the number of Merger Agreement Shares, (c) the number of Option Shares and (d) the number of Asset Purchase Agreement Shares.

Examples of Fully Diluted Outstanding Common Stock in a sentence

• The Company's obligations under Article -------------------------- 3 shall terminate at such time as the Holder holds less than 50% of the Fully Diluted Outstanding Common Stock.

• Holder shall have the absolute right to purchase that number of the Offered Securities (its "Pro Rata Fraction") as shall be equal to the number of Offered Securities multiplied by a fraction, the numerator of which shall be the number of shares of Fully Diluted Outstanding Common Stock then owned by Holder and the denominator of which shall be the aggregate number of shares of Fully Diluted Outstanding Common Stock.

• Common Stock 31,000,000 5,784,750 2,215,250 Series A-l Preferred Stock 2,925,000 2,925,000 Series A Preferred Stock 8,322,500 8,300,000 22,500 Series B Preferred Stock 9,691,116 9,623,750 67,366 Total Preferred Stock 20,938,616 20,848,750 89,866 Total Fully Diluted Outstanding Common Stock: 28,938,616 shares As of the Grant Date and immediately thereafter, the authorized capital stock of the company shall be set forth in the above table.

• No adjustment need be made under this Section 8.02 for securities issued (up to a maximum of 6% of the Fully Diluted Outstanding Common Stock) to the holders of the Required Institutional Debt.

• If Company exercises its repurchase right pursuant to Section 14.2(b) hereof and at any time on or prior December 17, 1997, (i) 5% or more of Company's Fully Diluted Outstanding Common Stock is sold, transferred or otherwise disposed of, (ii) 5% or more of the capital stock of BCA Holdings, Inc.

More Definitions of Fully Diluted Outstanding Common Stock

Fully Diluted Outstanding Common Stock has the meaning set forth in the Convertible Notes.

Fully Diluted Outstanding Common Stock means, with respect to a determination date, the number of shares of all issued and outstanding Common Stock of the Company and all Common Stock issuable upon the exercise or conversion of any outstanding security or obligation that is by its terms, directly or indirectly, convertible into or exchangeable or exercisable for Common Stock, and any option, warrant or other right to subscribe for, purchase or acquire Common Stock as of such date, whether or not such instrument is at the time exercisable, convertible or exchangeable.

Fully Diluted Outstanding Common Stock means, at the time of the determination, the number of issued shares of Common Stock actually outstanding (excluding any shares of the Company held by the Company as "treasury stock") at such time together with the number of shares of Common Stock which could be acquired at such time pursuant to all Common Stock Equivalents as if such Common Stock Equivalents have been fully exercised or converted and the full amount of all Common Stock obtained in connection therewith has been obtained.

Fully Diluted Outstanding Common Stock means at the time of the proposed issuance the number of issued shares actually outstanding (excluding any shares of the Company held by the Company as "treasury stock") at such time together with the number of shares of Common Stock which could be acquired at such time pursuant to all rights, options, warrants or convertible or exchangeable securities entitling the holders thereof to subscribe for or purchase or otherwise acquire shares of Common Stock as if such rights, options, warrants or convertible or exchangeable securities have been fully exercised or converted and the full amount of all Common Stock obtained in connection therewith has been obtained.

Fully Diluted Outstanding Common Stock means the number of shares of Common Stock actually outstanding on the Closing Date immediately prior to the Closing.

Fully Diluted Outstanding Common Stock means, as of a particular date, the sum of (a) the then issued and outstanding shares of Common Stock and

Fully Diluted Outstanding Common Stock means the sum of (a) the number of shares of Common Stock actually outstanding on the Closing Date immediately prior to the Closing and (b) a number of shares equal to 1,757,982, (as such number of shares shall be equitably adjusted for stock splits, stock combinations and dividends affecting the Common Stock).