Purchaser Parent Common Stock definition

Purchaser Parent Common Stock means the common stock, $0.01 par value per share, of Purchaser Parent.
Sample 1

Examples of Purchaser Parent Common Stock in a sentence

  • Purchaser Parent shall also take any action required to be taken under applicable state blue sky or securities laws in order to effect the issuance of Purchaser Parent Common Stock pursuant to this Agreement.

  • The shares of Purchaser Parent Common Stock to be issued by the Purchaser Parent to MWL and RQ Management at the Closing have been duly authorized and will upon issuance thereof to MWL and RQ Management at the Closing as contemplated hereby be validly issued, fully paid and non-assessable.

  • The shares of Purchaser Parent Common Stock to be issued as Stock Consideration, if any, will have been validly authorized if and when issued, will be validly issued, fully paid and non-assessable, and no current or past shareholder of Purchaser Parent will have any preemptive right or similar rights in respect thereof.

  • Each holder of Seller Capital Stock who otherwise would have been entitled to a fraction of a share of Purchaser Parent Common Stock (after taking into account all Certificates or Book-Entry Shares delivered by such holder) shall receive in lieu thereof cash (without interest) in an amount determined by multiplying the fractional share interest to which such holder would otherwise be entitled by the Purchaser Parent Average Share Price, rounded to the nearest whole cent.

  • All of the issued and outstanding shares of Purchaser Parent Common Stock are duly authorized, validly issued, fully paid and non-assessable.

  • The Purchaser Parent Board shall at all times prior to and during the Purchaser Parent Meeting recommend approval of the issuance of the Purchaser Parent Common Stock in the Merger and any other matters required to be approved by Purchaser Parent’s shareholders for consummation of the Transaction and shall take all reasonable lawful action to solicit such approval by its shareholders.

  • Selling Parent understands that the Purchaser Parent Common Stock must be held for at least one year in accordance with the holding period required by Section 3.14 of this Agreement, and that any sale of Purchaser Common Stock between the first and second anniversary of the Closing Date must be registered under the Securities Act or state securities laws or be exempt from registration thereunder.

  • This Agreement shall have been duly approved by the requisite vote of the holders of outstanding shares of Seller Common Stock and outstanding shares of Seller Preferred Stock, voting as separate classes, and the holders of outstanding shares of Purchaser Parent Common Stock shall have approved the issuance of the shares of Purchaser Parent Common Stock in the Merger.

  • Purchaser Parent shall, as promptly as practicable, file all documents, take all actions reasonably necessary and otherwise use its reasonable best efforts to cause the shares of Purchaser Parent Common Stock to be issued to the Seller shareholders and holders of Net Vested Seller Shares, Net Vested Seller RSU Shares, and Net Vested PRSU Shares as the Merger Consideration in the Merger to be approved for quotation on Nasdaq prior to the Effective Date.

  • The outstanding shares of Purchaser Parent Common Stock have been duly authorized and validly issued and are fully paid and non-assessable, and none of the shares of Purchaser Parent Common Stock have been issued in violation of the preemptive rights of any Person.

Related to Purchaser Parent Common Stock

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

  • Parent Common Stock means the common stock, par value $0.01 per share, of Parent.

  • Purchaser Common Stock means the common stock, par value $0.01 per share, of Purchaser.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • Parent Capital Stock means Parent Common Stock and Parent Preferred Stock.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Acquiror Common Stock means the common stock, $0.001 par value per share, of Acquiror.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

  • Seller Common Stock means the common stock, par value $0.01 per share, of Seller.

  • Parent Ordinary Shares means the ordinary shares, no par value per share, of Parent.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

  • Buyer Common Stock means the common stock, par value $0.01 per share, of Buyer.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • Parent Closing Price means the volume weighted average closing trading price of a share of Parent Common Stock on Nasdaq for the five consecutive trading days ending five trading days immediately prior to the date upon which the Merger becomes effective.

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).