Examples of Sun Common Stock in a sentence
In lieu of any such fractional shares, each stockholder who, but for the provisions of this Section 3.02, would be entitled to receive a fractional share interest of New Sun Common Stock pursuant to the Distribution shall be paid cash without any interest thereon, as hereinafter provided.
ELECTION—a combination of cash and stock as follows: Stock Purchase Warrants for cash; and Stock Purchase Warrants for shares of Sun Common Stock, plus cash for fraction of shares.
The payment of cash to a BSI stockholder in lieu of a fractional share interest in Sun Common Stock will be treated as if the fractional share interest was distributed as part of the Merger and then redeemed by Sun.
The fair market value of the Sun Common Stock and Sun Preferred Stock and other consideration, if any, received by each BSI stockholder will be approximately equal to the fair market value of the BSI Common Stock and/or BSI Preferred Stock surrendered by such stockholder in the Merger.
The aggregate tax basis of the Sun Common Stock and/or Sun Preferred Stock received by a BSI stockholder in the Merger will be the same as the aggregate tax basis of the BSI Common Stock and/or BSI Preferred Stock exchanged for the Sun Common Stock and/or Sun Preferred Stock (less any portion of such basis allocable to fractional shares redeemed for cash).
All shares of New Sun Common Stock issued pursuant to the Distribution will be validly issued, fully paid and nonassessable and free of any preemptive (or similar) rights.
Notwithstanding anything herein to the contrary, no fractional shares of New Sun Common Stock shall be issued in connection with the Distribution, and any such fractional share interests to which a stockholder would otherwise be entitled will not entitle such stockholder to vote or to any rights of a stockholder of New Sun.
New Sun shall be obligated to pay any brokerage or other fees in connection with the sale of aggregated fractional shares of New Sun Common Stock.
For purposes of this assumption, shares of BSI Common Stock or BSI Preferred Stock exchanged for cash or other property, surrendered by dissenters or exchanged for cash in lieu of fractional shares of Sun Common Stock and/or Sun Preferred Stock will be treated as outstanding BSI Common Stock and BSI Preferred Stock immediately prior to the Merger.
None of the shares of Sun Common Stock or Sun Preferred Stock received by any stockholder-employee of BSI pursuant to the Merger will be separate consideration for, or allocable to, any employment agreement.