KCAP Common Stock definition

KCAP Common Stock means common stock, par value $0.01 per share, of KCAP. “KCAP SEC Reports” has the meaning set forth in Section 5.11(a).

KCAP Common Stock means common stock, par value $0.01 per share, of KCAP.

KCAP Common Stock has the meaning set forth in the Recitals to this Agreement.

Examples of KCAP Common Stock in a sentence

• Other than as contemplated in the KCAP SEC Reports, KCAP has no KCAP Common Stock reserved for issuance.

• Each Seller and each Principal is acquiring KCAP Common Stock hereunder for such Seller’s or such Principal’s, as applicable, own account, for investment and not with a view to any resale or distribution thereof.

• As of February 27,2012, 22,992,211 shares of KCAP Common Stock were issued and outstanding.

• The consummation of the Contemplated Transactions, including the issuance of the KCAP Common Stock pursuant to ARTICLE II hereof, does not require the approval of the holders of any shares of capital stock of KCAP.

• Since January 1, 2009, Buyer has not taken, and to the knowledge of Buyer no Person acting on its behalf has taken, in violation of any applicable Legal Requirement, any action intended to cause or result in unlawful manipulation of the price of KCAP Common Stock.

• All outstanding shares of KCAP Common Stock have been duly authorized and are validly issued, fully paid and nonassessable.

• Assuming the accuracy of the representations and warranties made by each Seller in ARTICLE IV of this Agreement, the issuance and delivery to the Sellers and the Principals of the KCAP Common Stock hereunder in the manner contemplated by this Agreement are exempt from the registration requirements of the 1933 Act and applicable state securities laws (or are in compliance therewith).

• No shares of KCAP Common Stock were issued after February 27, 2012 and prior to the date hereof, other than pursuant to the exercise of options previously disclosed in the KCAP SEC Reports.

• The KCAP Common Stock is registered pursuant to Section 12 of the 1934 Act and KCAP has taken no action intended to terminate the registration of the KCAP Common Stock under the 1934 Act, nor has Buyer received any written notification from the SEC that the SEC is seeking to terminate such registration.

• Xxxxxx own as of the date hereof are shares of KCAP Common Stock issued hereunder, no “fair price”, “moratorium”, “control share acquisition” or other similar anti-takeover statute or regulation, including, without limitation Section 203 of Delaware General Corporation Law, or any anti-takeover provision in the certificates of incorporation or bylaws of Buyer is applicable to Buyer or the KCAP Common Stock.