Parent Equity Securities definition
Examples of Parent Equity Securities in a sentence
Except pursuant to the Parent Benefit Plans, there are not any outstanding obligations of Parent or any Parent Subsidiary to repurchase, redeem or otherwise acquire any Parent Equity Securities.
Each Parent Shareholder hereby irrevocably and unconditionally agrees not to redeem, elect to redeem or tender or submit any of its Subject Parent Equity Securities for redemption in connection with such shareholder approval, the Merger, the Parent Proposals or any other transactions contemplated by the Merger Agreement or the Extension Proposal (the “Transactions”) and any attempt to redeem such Subject Parent Equity Securities will be void ab initio and of no effect.
Each Rollover Investor’s spouse, if any, shall be required to execute the form of spousal consent set forth on Schedule B to evidence such spouse’s agreement and consent to be bound by the terms and conditions of this Agreement as to such spouse’s interest, whether as community property or otherwise, if any, in such Rollover Investor’s Rollover Investment and the Parent Equity Securities issued to such Rollover Investor.
As of the date hereof, there are no outstanding obligations of Parent or any of its Subsidiaries to repurchase, redeem or otherwise acquire any Parent Equity Securities.
Neither Parent nor any of its Subsidiaries is a party to any agreement with respect to the voting of any Parent Equity Securities or the distribution of any dividends by Parent or any of its Subsidiaries.
The number of Parent Equity Securities for which such Holders' Warrants or Warrant Shares are Exchangeable will be determined based upon Exchange Ratio at the time of Transfer.
In the event that any Warrants or Warrant Shares are exchanged for Parent Equity Securities under Section 16 of the Warrant Agreement, then the Parent Equity Securities received will become Registrable Securities under this Section 2, and this Section 2 and Sections 4 and 5 shall apply to the applicable Parent and the Parent Equity Securities on a substantially equivalent basis and the applicable Parent agrees to be bound by such terms.
Each of the Shareholders represents and warrants that he or she has no agreement, or other arrangement, formal or informal, with any Person to sell, transfer or pledge any part of the Parent Equity Securities or which would guarantee to him or her any profit, or protect him or her against any loss, with respect to this investment and each of the Shareholders has no plans to enter into any such agreement or arrangement.
Except for the Outstanding Parent Equity Securities, as of the Capitalization Date, no Equity Securities of Parent are issued, reserved for issuance or outstanding.
The number of Parent Equity Securities that Holders of Warrants or Warrant Shares may exchange their Warrants or Warrant Shares for will be determined based upon the ratio of the Fair Value of Parent Equity Securities to the Fair Value of Warrant Shares at the time the Exchange Request is delivered to Parent (the "Exchange Ratio").