Examples of Series D-1 Stock in a sentence
A Series D-1 Investor or Investors holding in the aggregate a majority of the shares of Series D-1 Stock then outstanding (not including outstanding shares of Common Stock) may give written notice to the other Series D-1 Investors and the Company, no later than 15 days after receipt of such notice from the Company, of the individuals to be designated by the Board as nominees for election as Series D-1 Directors at such meeting.
The Company, the Founders and certain of the Investors desire to induce the Series D-1 Purchasers to purchase shares of Series D-1 Stock pursuant to the Purchase Agreement by agreeing to the terms and conditions set forth below.
The rights of the Series D-1 Investors under this Section 9 shall terminate as of the date on which holders of shares of Series D-1 Stock are no longer entitled to elect Series D-1 Directors pursuant to the Series D Certificate.
The Company and certain of the Investors have entered into a Series D-1 Preferred Stock Purchase Agreement (the “Purchase Agreement”) dated as of the even date herewith, pursuant to which the Company desires to sell to the purchasers of Series D-1 Stock (the “Series D-1 Purchasers”) and the Series D-1 Purchasers desire to purchase from the Company shares of the Company’s Series D-1 Stock.
Each share of Company Series D1 Stock that is issued and outstanding immediately prior to the Effective Time shall be converted into and represent the right to receive (A) a number of shares of Acquiror Common Stock equal to the Series D1 Equity Exchange Ratio and (B) an amount of cash equal to the Series D1 Cash Exchange Ratio.
The Company and the Series D-1 Investors shall negotiate in good faith to amend the Company’s 2006 Omnibus Securities and Incentive Plan (the “Plan”) in order to increase the shares authorized and reserved under the Plan, taking into account the shares of Series D-1 Stock sold pursuant to the Series D-1 Purchase Agreement, including shares of Series D-1 Stock sold at any Additional Closings and any Final Closing (as such terms are defined in the Series D-1 Purchase Agreement).
Each Purchaser may exercise its Purchase Event Option by notifying Affymetrix of such exercise in writing before expiration of such ten (10) day period, which notice shall state the number of shares of Series B Stock, Series C Stock, Series D Stock and Series D-1 Stock owned by such Purchaser.
Except as otherwise set forth in this Certificate of Incorporation, with respect to all questions as to which, under law, stockholders are required to vote by classes or series, the Series F Preferred Stock, Series E Preferred Stock, Series D Stock, Series D-1 Stock, Series C Stock, Series C-1 Stock, Series B Preferred Stock and Series A Preferred Stock shall vote separately as a single class and series apart from the Common Stock.
Xxxxxxx representing the holders of the Company’s Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock and Series C-1 Preferred Stock (collectively, the “Junior Stock”); (iii) two directors to be designated by the holders of a majority of Series D Stock and Series D-1 Stock collectively, currently designated as Buzz Xxxxxx and Xxxxxxxx X.
Xxxxxxx representing the holders of the Company’s Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock and Series C-1 Preferred Stock (collectively, the “Junior Stock”); (iv) two directors to be designated by the holders of a majority of Series D Stock and Series D-1 Stock collectively, who shall initially be Buzz Xxxxxx and Xxxxxxx X.