TSI Stock definition

TSI Stock means and include (i) the shares of TSI Stock issued, granted, conveyed and delivered to the Sellers pursuant to SECTION 1.1 hereof, and (ii) any and all other or additional shares of capital stock of TSI issued or delivered by TSI with respect to the shares of TSI Stock described in clause (i) hereof, including without limitation any shares of capital stock of TSI issued or delivered with respect to such shares as a result of any stock split, stock dividend, stock distribution, recapitalization or similar transaction.
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Examples of TSI Stock in a sentence

  • Upon delivery of the TSI Stock to the Sellers at the Closing, the Sellers will convey, and the Purchaser will own and hold, good and valid title to the Company Shares immediately prior to the Closing owned by such Sellers, free and clear of all Liens or contractual restrictions or limitations whatsoever other than liens, restrictions or limitations arising from the Contracts or actions of TSI.

  • The shares of TSI Stock that are required to be issued by TSI to the Sellers pursuant to this Agreement, shall, upon issuance and delivery and subject to the conditions set forth in this Agreement, be duly authorized, validly issued, fully paid and non-assessable.

  • Each Seller agrees not to transfer, sell or otherwise dispose of or direct or cause the sale, transfer or other disposition of, or reduce such Seller's risk relative to, any of the Company's Shares (except for the conversion into TSI Stock in the transactions contemplated hereby) or TSI Stock held by such Seller or on such Seller's behalf, whether owned on the date hereof or after acquired, within the thirty (30) days prior to the Closing Date.

  • The consummation of this Agreement and the transactions herein contemplated, including the issuance of the Exchanged TSI Stock and Warrants to the Stockholders as contemplated hereby, constitutes the offer and sale of securities under the Securities Act and applicable state securities statutes.

  • Upon any such issuance of TSI Stock or Additional TSI Shares, the Shelf Registration Statement (and the Other Registration Statement, as applicable) will comply in all material respects with the applicable requirements of the Securities Act.

  • Subject to Section 1.1 hereof, the issuance of TSI Stock and Additional TSI Shares, when issued under this Agreement, shall be registered pursuant to the Shelf Registration Statement (or, the Other Registration Statement, in the case of the Additional TSI Shares).

  • The Purchaser shall issue the TSI Stock to the Sellers subject to the conditions and restrictions set forth in this SECTION 1.2 (and the Additional TSI Shares shall be subject to the same restrictions other than paragraph (a)(1) below as if such shares were TSI Stock).

  • At the request of any Seller, the foregoing legend shall be removed from certificates for such Seller's TSI Stock by TSI (or by any transfer agent appointed by TSI) at any time after the second anniversary of the Closing Date.

  • Following the Restriction Period, the Sellers may transfer their shares of TSI Stock so long as such transfer is in accordance with the Future Sale Procedures set forth in SECTION 1.2(A)(2) and other applicable provisions of this Section 1.2.

  • Pursuant to this Agreement, all SBI Stock shall be conveyed, transferred, and assigned to TSI in exchange for 15,542,500 shares of Exchanged TSI Stock on the date of Closing.

Related to TSI Stock

  • Company Stock means, collectively, the Company Common Stock and the Company Preferred Stock.

  • Common Shares means the common shares in the capital of the Corporation;

  • Plan Shares means the total number of Common Shares which may be reserved for issuance as Optioned Shares under the Plan as provided in §2.2;

  • Common Stock means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.

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

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • Company Shares means the common shares in the capital of the Company;

  • Amalco Shares means the common shares in the capital of Amalco;

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Dividend Shares means any shares of Common Stock issuable in lieu of cash dividends paid or to be paid on the Series A Preferred.

  • Ordinary Shares means the ordinary shares, par value $0.0001 per share, of the Company.

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

  • Parent Ordinary Shares means the ordinary shares, no par value per share, of Parent.

  • A Ordinary Shares means the ‘A’ ordinary shares of £1.00 each in the capital of the Company;

  • Merger Shares has the meaning set forth in Section 2.2(c).

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

  • Coop Shares Shares issued by a Cooperative Corporation.

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

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Fully Diluted Shares means, at any time of determination, the number of shares of common stock of the applicable entity outstanding at such time, plus the number of shares of issuable upon exercise or conversion or otherwise pursuant to any in-the-money common stock equivalents of such entity outstanding at such time.

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

  • 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).

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

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

  • Public Shares means the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.