Examples of Merger Share Amount in a sentence
On the date hereof, the Parent qualifies as a “well known seasoned issuer” under applicable rules and regulations of the SEC and it is eligible to file a registration statement on Form S-3 with the SEC covering the Merger Share Amount.
The number of shares of Acquiror Common Stock to be issued in connection with the Merger, including Acquiror Common Stock to be reserved for issuance upon exercise of any of the Company Options to be assumed by Acquiror pursuant to Section 1.4 (b), shall equal the Merger Share Amount.
The shares of Parent Common Stock representing the Merger Share Amount will be issued in a transaction exempt from registration under the Securities Act by reason of Section 4(2) thereof and/or Regulation D promulgated under the Securities Act and may not be re-offered or resold other than in conformity with the registration requirements of the Securities Act and such other applicable rules and regulations or pursuant to an exemption therefrom.
No interest will be paid or will accrue on the Per Merger Share Amount payable upon the surrender of any certificates representing Merger Shares.
The number of shares of Acquiror Common Stock to be issued in connection with the Merger, including Acquiror Common Stock to be reserved for issuance upon exercise of any of the Company Options to be assumed by Acquiror pursuant to Section 1.4(b), shall equal the Merger Share Amount.
Parent will use its best efforts to cause the Resale Registration Statement to become effective under the Securities Act, provided, that the Company Stockholders shall not be entitled to resell more than 10% of the Merger Share Amount pursuant to the Resale Registration Statement prior to June 5, 2000.