Examples of Offered Common Stock in a sentence
On the Purchase Date, the Initial Holder shall sell, and shall cause each of its Affiliates to sell, all of the Offered Common Stock to the Company at the Current Market Price Per Share for each share of such Common Stock.
The Offered Common Stock, if registered, will most likely be traded and quoted on the Over-the-Counter Bulletin Board, which could cause some difficulty in disposing of the stock and getting accurate quotes on its market price.
The Offered Common Stock has been duly authorized and, when issued and delivered in accordance with the terms of this Agreement, will be validly issued, fully paid and non-assessable, and the issuance of such shares will not be subject to any preemptive or similar rights.
Subject to Section 2.4, the price to be paid by the Company or the non-Transferring Insider Shareholders, as the case may be, shall be the same terms as such proposed Transfer of Offered Common Stock (with the cash equivalent for proposed Transfer for non-cash consideration).
The purchase price for all or a portion of the shares of Offered Common Stock of a Shareholder may be paid by the Company or a Participating Shareholder, as the case may be and in such purchaser’s sole discretion, using the Promissory Note Option.
If a non-Transferring Insider Shareholder elects to purchase any Offered Common Stock (a “Participating Shareholder”), such Participating Shareholder shall have the right to purchase such Offered Common Stock on a pro rata basis based on such Participating Shareholder’s then-current ownership percentage in the Company (disregarding for this purpose all Common Stock held by the Transferring Shareholder or any non-Insider Shareholder) by delivery of notice of such election to the Company.
A more disciplined scheme can in- deed use the utility per time unit as in Q i , but the first term should be better justified theoretically.
We have also assumed that (i) the stock certificates evidencing the Preferred Stock to be issued will be in a form that complies with, and the terms of such Preferred Stock will be duly established in accordance with, the Delaware General Corporation Law (the "DGCL"), and (ii) the stock certificate evidencing any Offered Common Stock issued will conform to the specimen certificate examined by us and will be duly executed and delivered.
The Company will file such statements and reports as may be required by the laws of each jurisdiction in which the shares of Offered Common Stock have been qualified as provided above.
The Company is not an “ineligible issuer” (as defined in Rule 405 promulgated under the Securities Act) and is eligible to register the Offered Common Stock and the Conversion Shares for resale by any Purchaser on a registration statement on Form S-1 (the “Registration Statement”) under the Securities Act.