Examples of RTI Common Stock in a sentence
Notwithstanding any other provision of this Agreement, each holder of shares of RTI Common Stock or RTI Preferred Stock exchanged pursuant to the Merger who would otherwise have been entitled to receive a fraction of a share of Mpath Common Stock (after taking into account all Certificates delivered by such holder) shall receive, in lieu thereof, cash (without interest) in an amount equal to such fractional part of a share of Mpath Common Stock multiplied by the Average Stock Price.
All --------------- shares of RTI Common Stock subject to issuance upon the exercise of RTI Options and RTI Warrants, upon issuance on the terms and conditions (including payment) specified in the instrument pursuant to which they are issuable, will be duly authorized, validly issued, fully paid and nonassessable.
Effective upon the Closing, any Shareholder's Buy-Sell or similar agreement existing among RTI and any holders of RTI Common Stock or RTI Preferred Stock the Shareholders shall be deemed terminated and of no further force and effect.
Except as set forth on Schedule 3.2(a) of the RTI Disclosure Schedule, there are no obligations, contingent or otherwise, of RTI to repurchase, redeem or otherwise acquire any shares of RTI Common Stock or RTI Preferred Stock or make any investment (in the form of a loan, capital contribution or otherwise) in any other entity.
All outstanding shares of RTI Common Stock, RTI Preferred Stock and outstanding RTI Options and RTI Warrants (collectively "RTI Securities") were issued in compliance with applicable federal and state securities laws.
Any shares of ----------------------------------------------- RTI Common Stock or RTI Preferred Stock that are owned by Mpath, Sub, RTI or any other direct or indirect wholly-owned Subsidiary of Mpath or RTI shall be canceled and retired and shall cease to exist and no stock of Mpath or other consideration shall be delivered in exchange.
Until surrendered, each outstanding Certificate which prior to the Effective Time represented shares of RTI Common Stock or RTI Preferred Stock shall be deemed for all corporate purposes to evidence ownership of the number of whole shares of Mpath Common Stock plus any Cash Payment, if applicable, into which the shares of RTI Common Stock and RTI Preferred Stock have been converted but shall, subject to applicable appraisal rights under Delaware Law, have no other rights.
From and after the Effective Time, there shall be no further registration of transfers on the records of RTI of shares of RTI Common Stock and RTI Preferred Stock outstanding immediately prior to the Effective Time.
The issued and outstanding shares of RTI Common Stock and of RTI Preferred Stock are held of record by the stockholders of RTI as set forth and identified on Schedule 3.2(a) of the RTI Disclosure --------------- Schedule.
At the Effective Time or such later ---------------- time as determined in accordance with Section 2.3(b), Mpath will, on behalf of the holders of RTI Common Stock and RTI Preferred Stock, deposit in escrow certificates representing twenty percent (20%) of the Total Consideration Shares allocable to RTI Common Stock and RTI Preferred Stock in the Merger.