Examples of NEON Common Stock in a sentence
All the outstanding shares of NEON Common Stock are validly issued, fully paid, nonassessable and free of preemptive rights.
No shares of NEON Common Stock were held by NEON in its treasury, and no shares of NEON Preferred Stock were outstanding.
The shares of NEON Common Stock issuable in connection with the Acquisition have been duly authorized and reserved for issuance and, when issued in accordance with the terms of this Agreement, will be validly issued, fully paid, nonassessable and free of preemptive rights.
Shareholder understands that the NEON Common Stock being issued pursuant to this Agreement will not be registered under the Securities Act of 1933, as amended, on the basis that the issuance of securities hereunder is exempt from registration under said Act pursuant to Regulation S and section 4(2) and/or Rule 506 thereof, and that NEON's reliance on such exemption is based on Shareholder's representations set forth in the Stockholder Agreement.
The purchase price per share of such shares shall be equal to the average closing price of the NEON Common Stock on the Nasdaq National Market for the 20 trading day period preceding the public announcement of such Pre-closing Acquisition Transaction (or, in the event that such Pre-Closing Acquisition Transaction is not publically announced, the closing date of such transaction).
All cash paid and NEON Common Stock issued in respect of the surrender for exchange of the Shares in accordance with the terms hereof, shall be deemed to be full satisfaction of all of the Shareholders' rights pertaining to such Shares.
Each of the NEON Entities agrees that it will not individually or in conjunction with the other NEON Entity, engage in redemptions of NEON's Common Stock that would increase CEC's percentage ownership of NEON Common Stock above [ ** ]% (or [ ** ]%, if and when CEC elects to reduce its percentage ownership to such percentage) without CEC's prior written consent.
The Escrow Agent shall be entitled to rely on any such memorandum and distribute shares of NEON Common Stock from the Escrow Fund in accordance with the terms thereof.
Globix shall also take any action (other than qualifying to do business in any jurisdiction in which it is now not so qualified) required to be taken under any applicable state securities laws in connection with the issuance of Globix Common Stock in the Merger, and NEON shall furnish all information concerning NEON and the holders of NEON Common Stock and NEON Convertible Preferred Stock as may be reasonably requested in connection with any such action.
New Shares and cash dividends issued in respect of shares of NEON Common Stock which have been released from the Escrow Fund as of the time of such issuance or distribution by NEON shall not be added to the Escrow Fund but shall be distributed to the recordholders thereof.