Target Capital Stock definition

Target Capital Stock means Target Common Stock and Target Preferred Stock.
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Target Capital Stock has the meaning set forth in Recital B.
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Target Capital Stock has the meaning set forth in Section 3.5(a).
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Examples of Target Capital Stock in a sentence

  • Each holder of Dissenting Shares who, pursuant to the provisions of applicable law, becomes entitled to payment of the fair value for shares of Target Capital Stock shall receive payment therefor (but only after such value shall have been agreed upon or finally determined pursuant to such provisions).

  • The ground truth was produced by labelling the data by hand.In the upper part of Fig.

  • Section 2.3 of the Target Disclosure Schedule sets forth the number of outstanding Target Options and all other rights to acquire shares of Target Capital Stock from the Target and the applicable exercise prices as of June 19, 2003.

  • Target has provided Acquiror with a true and complete list as of June 19, 2003 of all holders of outstanding Target Options, including the number of shares of Target Capital Stock subject to each such option, the exercise or vesting schedule, the exercise price per share and the term of each such option.

  • This Agreement and the Step One Merger shall have been duly approved and adopted by the holders of a majority of the shares of Target Capital Stock outstanding.

  • At the Effective Time, all shares of Target Capital Stock that are owned by Target as treasury stock, each share of Target Capital Stock owned by Acquiror or any direct or indirect wholly owned subsidiary of Acquiror immediately prior to the Effective Time shall be cancelled and extinguished without any conversion thereof.

  • Fiscal MWBE contact info: dos.sm.mwbe@dos.ny.gov or call (518) 474-2754.The NYS MWBE Directory and additional information can be found at https://ny.newnycontracts.com/.

  • The Information Statement shall constitute a disclosure document for the offer and issuance of the shares of Acquiror Common Stock, assumption of Target Options and payment of the Cash Consideration to be received by the holders of Target Capital Stock in the Step One Merger.

  • Acquiror shall have received from the holders of at least 95% of the Target Capital Stock, outstanding immediately prior to the Effective Time, duly executed and delivered Agreements Appointing Representative in substantially the form attached hereto as Exhibit E.

  • This may include the commitment to disclose any commercial application of genetic resources or traditional knowledge.


More Definitions of Target Capital Stock

Target Capital Stock means the Target Common Stock and the Target Preferred Stock, taken together.
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Target Capital Stock means all shares of Target Common Stock, Series A Preferred Stock, and Series B Preferred Stock issued and outstanding as of just prior to the Closing.
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Target Capital Stock has the meaning assigned to such term in the Recitals.
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Target Capital Stock shall have the meaning set forth in Section 2.6(a) hereof.
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Target Capital Stock means the issued and outstanding shares of capital stock of Target.
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Target Capital Stock means, collectively, shares of Target’s (i) common stock, $0.001 par value per share, (ii) Series A Convertible Preferred Stock, par value $0.001 per share, (iii) Series B Convertible Preferred Stock, par value $0.001 per share, (iii) Series C Redeemable Convertible Preferred Stock, par value $0.001 per share, and (iv) Series D Redeemable Convertible Preferred Stock, par value $0.001 per share.
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Related to Target Capital Stock

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

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Voting Capital Stock means with respect to any Person, securities of any class or classes of Capital Stock in such Person ordinarily entitling the holders thereof (whether at all times or at the times that such class of Capital Stock has voting power by reason of the happening of any contingency) to vote in the election of members of the board of directors or comparable governing body of such Person.

  • Retired Capital Stock shall have the meaning provided in Section 10.5(b)(2).

  • Qualified Capital Stock means any Capital Stock that is not Disqualified Capital Stock.

  • Excluded Capital Stock means:

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

  • Capital Stock means (i) in the case of a corporation, capital stock, (ii) in the case of an association or business entity, any and all shares, interests, participations, rights or other equivalents (however designated) of capital stock, (iii) in the case of a partnership, partnership interests (whether general or limited), (iv) in the case of a limited liability company, membership interests and (v) any other interest or participation that confers on a Person the right to receive a share of the profits and losses of, or distributions of assets of, the issuing Person.

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

  • Capital stock tax means a tax measured in any way by the capital of a corporation considered in its entirety.

  • Total Stockholder Return means the total return (change in share price plus reinvestment of any dividends) of a share of the Company’s common stock.

  • Parent Common Stock means the common stock, par value $.001 per share, of Parent.

  • Fully Diluted Capitalization means the aggregate number, as of immediately prior to the First Equity Financing, of issued and outstanding shares of Capital Stock, assuming full conversion or exercise of all convertible and exercisable securities then outstanding, including shares of convertible Preferred Stock and all outstanding vested or unvested options or warrants to purchase Capital Stock, but excluding (i) the issuance of all shares of Capital Stock reserved and available for future issuance under any of the Company’s existing equity incentive plans, (ii) convertible promissory notes issued by the Company, (iii) any SAFEs, and (iv) any equity securities that are issuable upon conversion of any outstanding convertible promissory notes or SAFEs.

  • Treasury Capital Stock has the meaning assigned to such term in Section 6.04(a)(viii).

  • Capital Shares means the Common Stock and any shares of any other class of common stock whether now or hereafter authorized, having the right to participate in the distribution of earnings and assets of the Company.

  • Parent Common Shares means the common shares of the Parent;

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Redeemable Capital Stock means any Capital Stock of the Company or any of its Subsidiaries that, either by its terms, by the terms of any security into which it is convertible or exchangeable or otherwise, (a) is or upon the happening of an event or passage of time would be required to be redeemed on or prior to the final stated maturity of the securities or (b) is redeemable at the option of the holder thereof at any time prior to such final stated maturity or (c) is convertible into or exchangeable for debt securities at any time on or prior to such final stated maturity.

  • Fully Diluted Shares means an amount equal to the sum of (a) the total number of shares of Common Stock outstanding immediately prior to the Effective Time, plus (b) the total number of shares of Common Stock that all In-the-Money Options outstanding immediately prior to the Effective Time are exercisable into at such time and without any withholding of shares to pay the exercise price or Taxes.

  • Disqualified Capital Stock means that portion of any Capital Stock which, by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable at the option of the holder thereof), or upon the happening of any event (other than an event which would constitute a Change of Control), matures or is mandatorily redeemable, pursuant to a sinking fund obligation or otherwise, or is redeemable at the sole option of the holder thereof (except, in each case, upon the occurrence of a Change of Control), on or prior to the final maturity date of the Notes.

  • Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; and (2) all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.

  • Relative Total Shareholder Return or “Relative TSR” means the Company’s TSR compared to the Peer Companies TSR on a relative basis. The Company and the Peer Companies from highest to lowest according to their respective TSRs will determine Relative TSR. After this ranking, the percentile performance of the Company relative to the Peer Companies will be determined using the Percentrank formula in Microsoft Excel.

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

  • Parent Preferred Stock means the preferred stock, par value $0.01 per share, of Parent.

  • Capital Share means a share of any class or series of stock of the General Partner now or hereafter authorized other than a REIT Share.

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