The Company's. Liquidation Value" shall mean the Company's book value, as determined by the Company and approved by GGK. In no event, however, will the Company's Liquidation Value be less than the Trust Fund, inclusive of any net interest income thereon. Only holders of IPO Shares shall be entitled to receive liquidating distributions and the Company shall pay no liquidating distributions with respect to any other shares of capital stock of the Company. With respect to the Business Combination Vote, the Company shall cause all of the Initial Stockholders to vote the shares of Common Stock owned by them immediately prior to this Offering in accordance with the vote of the holders of a majority of the IPO Shares present, in person or by proxy, at a meeting of the Company's stockholders called for such purpose. At the time the Company seeks approval of any potential Business Combination, the Company will offer each holder of Common Stock issued in this Offering ("IPO Shares") the right to convert their IPO Shares at a per share price ("Conversion Price") equal to the amount in the Trust Fund (inclusive of any interest income therein) calculated as of two business days prior to the consummation of the proposed Business Combination divided by the total number of IPO Shares. If holders of less than 20% in interest of the Company's IPO Shares elect to convert their IPO Shares, the Company may, but will not be required to, proceed with such Business Combination. If the Company elects to so proceed, it will convert shares, based upon the Conversion Price, from those holders of IPO Shares who affirmatively requested such conversion and who voted against the Business Combination. If holders of 20% or more in interest of the IPO Shares, who vote against approval of any potential Business Combination, elect to convert their IPO Shares, the Company will not proceed with such Business Combination and will not convert such shares.
The Company's. Liquidation Value" shall mean the amount of funds in the Trust Fund (including (a) the proceeds held in the Trust Fund from this Offering and the Private Placement, (b) the amount held in the Trust Fund representing the Deferred Discount and (c) any interest income earned on the funds held in the Trust Fund, net of taxes payable, that are not released to the Company to cover its operating expenses in accordance with Section 5(u)). Only holders of IPO Shares shall be entitled to receive liquidating distributions and the Company shall pay no liquidating distributions with respect to any other shares of capital stock of the Company. With respect to the initial Business Combination Vote, the Company shall cause the Initial Stockholders to vote all their IPO Shares and any other shares of Common Stock held by them, whenever and however acquired, in accordance with the vote of a majority of the Public Stockholders (as defined below). At the time the Company seeks approval of the initial Business Combination, the Company will offer to each holder of IPO Shares other than the Initial Stockholders (the "Public Stockholders") the right to convert their IPO Shares at a per share conversion price (the "Conversion Price"), calculated as of two business days prior to the consummation of such proposed Business Combination, equal to (A) the amount in the Trust Fund, inclusive of (x) the proceeds from this Offering and the Private Placement held in trust, (y) the amount held in the Trust Fund representing the Deferred Discount and (z) any interest income earned on the funds held in the Trust Fund, net of taxes payable, that are not released to the Company to cover its operating expenses in accordance with Section 5(u), divided by (B) the total number of IPO Shares. If a majority of the shares voted by the holders of IPO Shares are voted to approve the initial Business Combination, and if holders of less than 20% in interest of the IPO Shares vote against such approval of a Business Combination and elect to convert their IPO Shares, the Company may, but will not be required to, proceed with such Business Combination. If the Company elects to so proceed, it will convert shares, based upon the Conversion Price, from those holders of IPO Shares who affirmatively requested such conversion and who voted against the Business Combination. Only Public Stockholders shall be entitled to receive distributions from the Trust Fund in connection with the approval of an initial Business C...
The Company's. Liquidation Value" shall mean the Company's book value, as determined by the Company and audited by CPA. In no event, however, will the Company's Liquidation Value be less than the Trust Fund, inclusive of any net interest income thereon. Only holders of IPO Shares shall be entitled to receive liquidating distributions and the Company shall pay no liquidating distributions with respect to any other shares of capital stock of the Company. With respect to the Business Combination Vote, the Company shall cause all of the Initial Stockholders to vote the shares of Common Stock owned by them immediately prior to this Offering, as well as any shares of Common Stock acquired in connection with or following the offering, in accordance with the vote of the holders of a majority of the IPO Shares present, in person or by proxy, at a meeting of the Company's stockholders called for the Business Combination
Examples of The Company's in a sentence
The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
The Company's fiscal year shall be the calendar year with an ending month of December.
The Company's inability, pursuant to court order, to perform its obligations under this Agreement shall not constitute a breach of this Agreement.
The Company's obligations to pay any partial liquidated damages or other amounts owing under the Transaction Documents is a continuing obligation of the Company and shall not terminate until all unpaid partial liquidated damages and other amounts have been paid notwithstanding the fact that the instrument or security pursuant to which such partial liquidated damages or other amounts are due and payable shall have been canceled.
The Company's estimate is for reference only, and the actual amount claimable by the Policy Holder shall be subject to the final expenses as evidenced in (a) and (b) of Section 1 of this Part 5.
More Definitions of The Company's
The Company's address is: 16955 Via Xxx Xxxxx, Xxxxx 000 Xxx Xxxxx, Xxxxxxxxxx 00000 Attn: Gary X. Xxxxx, Xxesident and Chief Executive Officer Facsimile No.: (619) 000-0000 The Trustee's address is: Norwest Bank Minnesota, National Association Corporate Trust Services Sixth & Marquette N 9300-000 Xxxxxxxxxxx, Xxxxxxxxx 00000 Facsimile No.: (612) 000-0000
The Company's. Business" means development and deployment of an Internet broadcast and data delivery system using satellites, and other businesses or services that the Company may establish from time to time during the term of this Agreement.
The Company's address is: Del Xxxx Xxxporation 6001 00xx Xxxxxx Xxxxxxx, XX 00000 Attention: General Counsel The Trustee's address [for purposes of Sections 2.03 and 4.04] is: [Bank of Montreal Trust Company 88 Pxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000] xnd for all other purposes hereunder is: ------------------------------- ------------------------------- ------------------------------- Attn: Corporate Trust Division.]
The Company's address is: Agere Systems Inc. 555 Union Boulevard Allentown, Pennsylvania 18109 Atxxxxxxx: Xxxx X. Xxxxxx Xxxxxxxxx: (000) 000-0030 Telephone: (000) 000-0003 The Trustex'x xxxxxxx xx: The Bank xx Xxx Xxxx 101 Barclay Street New York, New York 10286
The Company's. Credit Agreement" means the Credit Agreement dated as of July 31, 2006, among the the Company, the Company's subsidiaries and the lenders from time to time party to the agreement, and Bank of America, N.A., as administrative agent, as such agreement may have been and may be amended, restated, supplemented or otherwise modified.
The Company's address : 00 Xxxxxxx Xxxxxx Xxxxxxx Xxxxxxxx Xxxxxxx Xxxxx Telephone number : 6642-8166 Facsimile number : 6641-5280 Postal code : 100032 MP4
The Company's capitalization is as set forth in the Prospectus; all of the issued shares of capital stock of each of the Subsidiaries have been duly and validly authorized and issued and are fully paid and non-assessable, and all of such shares are owned either by the Company or the Bank, directly or indirectly, free and clear of all liens, encumbrances, equities or claims of any third parties; and no holder of any security of the Company has the right to have any security owned by such holder included in the Registration Statement.