Examples of Horizon Common Stock in a sentence
Horizon will prepare and file, and will use reasonable best efforts to have approved prior to the Distribution, an application for the listing on the Exchange of the Horizon Common Stock to be distributed in the Distribution, subject to official notice of listing.
Fractional shares of Horizon Common Stock will not be distributed in the Distribution nor credited to book-entry accounts.
TriMas Stockholders holding a number of shares of TriMas Common Stock, on the Record Date, which would entitle such stockholders to receive less than one whole share of Horizon Common Stock in the Distribution will receive cash in lieu of fractional shares.
Subject to the provisions of this Agreement and the Holding Company Plan of Merger, at the Effective Time of the Holding Company Merger, Horizon shall be merged with and into City Holding (the "Surviving Company"), the separate existence of Horizon shall cease, the outstanding shares of Horizon Common Stock, other than Dissenting Shares (as defined in Section 2.4) and shares held directly by City Holding, shall be converted into the right to receive shares of City Holding Common Stock.
Each share of Horizon Common Stock which is issued and outstanding at the Effective Time of the Holding Company Merger (other than shares held directly by City Holding, which shall be canceled without payment therefore, and Dissenting Shares) shall, and without any action by the holder thereof, be converted into the number of shares of City Holding Common Stock determined in accordance with Section 2.1(b).
Horizon and City Holding will coordinate with one another regarding the declaration and payment of dividends in respect of Horizon Common Stock and City Holding Common Stock to ensure that no holder of Horizon Common Stock will receive two dividends, or fail to receive on dividend, for any single calendar quarter with respect to its shares of Horizon Common Stock, including shares of City Holding Common Stock such holder may receive in connection with the Transaction.
The shares of Horizon Common Stock to be issued in the Merger shall have been approved for listing on the NASDAQ Global Select Market, subject to official notice of issuance.
If such holder shall have so failed to perfect his right to dissent or shall have effectively withdrawn or lost such right, each of his shares of Horizon Common Stock shall thereupon be deemed to have been converted into, at the Effective Time of the Holding Company Merger, the right to receive shares of City Holding Common Stock as provided in Section 2.1 of this Agreement.
The authorized capital stock of Horizon consists of 20,000,000 shares of Horizon Common Stock, par value $1.00.
Horizon knows of no person who beneficially owns 5% or more of the outstanding Horizon Common Stock as of the date hereof, except as disclosed on Schedule 3.1(b)(2).