REIT II Common Stock definition

REIT II Common Stock means the common stock, $0.01 par value per share, of REIT II.

REIT II Common Stock means the common stock, $0.0001 par value per share, of REIT II.

REIT II Common Stock means the common stock, $0.001 par value per share, of REIT II, including, without limitation, the REIT II Class A Common Stock, the REIT II Class AA Common Stock, the REIT II Class AAA Common Stock, the REIT II Class D Common Stock, the REIT II Class E Common Stock, the REIT II Class I Common Stock, the REIT II Class S Common Stock and the REIT II Class T Common Stock. “REIT II DRP” means the distribution reinvestment plan of REIT II. “REIT II Equity Incentive Plan” means REIT II’s Employee and Director Long-Term Incentive Plan (including REIT II’s Director Compensation Plan). “REIT II Governing Documents” means the REIT II Bylaws, the REIT II Charter, the certificate of limited partnership of REIT II Operating Partnership, and the REIT II Partnership Agreement. “REIT II Material Adverse Effect” means any event, circumstance, change, effect, development, condition or occurrence that, individually or in the aggregate, (i) would have a material adverse effect on the business, assets, liabilities, condition (financial or otherwise) or results of operations of REIT II and the REIT II Subsidiaries, taken as a whole, or (ii) would prevent or materially impair the ability of REIT II Parties to consummate the Mergers before the Outside Date; provided, that, for purposes of the foregoing clause (i), “REIT II Material Adverse Effect” shall not include any event, circumstance, change, effect, development, condition or occurrence to the extent arising out of or resulting from (A) any changes in economic, market or business conditions generally in the U.S. or any other jurisdiction in which REIT II or the REIT II Subsidiaries operate or in the U.S. or global financial markets generally, including changes in interest or exchange rates (except, in each case, to the extent having a disproportionate effect on REIT II and the REIT II Subsidiaries, taken as a whole, compared to other companies in the industry in which REIT II and the REIT II Subsidiaries operate), (B) changes in general economic conditions in the industries in which REIT II and the REIT II Subsidiaries operate, (C) any changes in the legal, regulatory or political conditions in the United States or in any other country or region of the world, (D) the commencement, escalation or worsening of a war or armed hostilities or the occurrence of acts of terrorism or sabotage occurring after the date hereof, (E) the execution and delivery of this Agreement, or the public announcement of the Mergers or the other tran...

Examples of REIT II Common Stock in a sentence

• In the event that a distribution with respect to the shares of REIT II Common Stock permitted under the terms of this Agreement has a record date prior to the REIT Merger Effective Time and has not been paid prior to the Closing Date, such distribution shall be paid to the holders of such shares of REIT II Common Stock on the Closing Date immediately prior to the REIT Merger Effective Time.

• No dissenters’, appraisal or similar rights are available to the holders of REIT II Common Stock with respect to the REIT Merger and the other transactions contemplated by this Agreement.

• In the event that a distribution with respect to the shares of REIT II Common Stock permitted under the terms of this Agreement has a record date prior to the Merger Effective Time and has not been paid prior to the Closing Date, such distribution shall be paid to the holders of such shares of REIT II Common Stock on the Closing Date immediately prior to the Merger Effective Time.

• As of the date hereof, (i) 60,206,508 shares of REIT II Common Stock were issued and outstanding, (ii) no shares of REIT II Preferred Stock were issued and outstanding and (iii) 50,000 shares of REIT II Convertible Stock were issued and outstanding.

• All of the outstanding shares of capital stock of REIT II are duly authorized, validly issued, fully paid and nonassessable, and all shares of REIT II Common Stock to be issued in connection with the REIT Merger, when so issued in accordance with the terms of this Agreement, will be duly authorized, validly issued, fully paid and nonassessable.

• All of the outstanding shares of capital stock of REIT II are duly authorized, validly issued, fully paid and nonassessable and were issued in compliance with applicable securities Laws, and all shares of REIT II Common Stock to be issued in connection with the Merger, when so issued in accordance with the terms of this Agreement, will be duly authorized, validly issued, fully paid and nonassessable and will be issued in compliance with applicable securities Laws.

• Shares of REIT II Common Stock issuable pursuant to this Section 3.2(a) in exchange for shares of REIT III Common Stock shall be in book-entry form.

• No certificates or scrip representing fractional shares of REIT II Common Stock shall be issued in the Merger upon the surrender for exchange of Certificates or Book-Entry Shares and such fractional share shall not entitle the record or beneficial owner thereof to vote or to any other rights as a stockholder of REIT II.

• REIT I and REIT II acknowledge that, following the consummation of the transactions contemplated by this Agreement (including the Mergers), the Post-Transaction Board of Directors may initiate efforts at any time to list the shares of REIT II Common Stock for trading on the New York Stock Exchange or such other established national stock exchange or quotation system.

• Each of REIT II and REIT III shall use its reasonable best efforts to (A) have the Form S-4 declared effective under the Securities Act as promptly as practicable after such filing, (B) ensure that the Form S-4 complies in all material respects with the applicable provisions of the Exchange Act and the Securities Act and (C) keep the Form S-4 effective for so long as necessary to permit the REIT II Common Stock to be issued in the REIT Merger, unless this Agreement is terminated pursuant to Article IX.

More Definitions of REIT II Common Stock

REIT II Common Stock means the shares of REIT II Class A Common Stock, REIT II Class I Common Stock, REIT II Class T Common Stock and REIT II Class T2 Common Stock.