Examples of UTI Common Stock in a sentence
At the Effective Time, the stock transfer books of UTI shall be closed and no transfer of shares of UTI Common Stock shall thereafter be made.
The Merger shall have been adopted by the affirmative vote of the holders not less than a majority of the outstanding shares of UTI Common Stock, and the Agreement and the Charter Amendment shall have been adopted by the affirmative vote of the holders of not less than a majority of the outstanding shares of PEC Common Stock.
The affirmative vote of the holders of not less than a majority of the outstanding shares of the UTI Common Stock is required to adopt this Agreement and approve the Merger.
In lieu of any such fractional securities, each holder of shares of UTI Common Stock who would otherwise have been entitled to receive a fraction of a share of Surviving Corporation Common Stock (after taking into account all shares of UTI Common Stock then held of record by such holder) shall receive cash (without interest) in an amount equal to the product of such fractional part of a share of UTI Common Stock multiplied by the Closing Price.
In the event of any reclassification, recapitalization, stock split, stock combination, stock dividend or share exchange with respect to PEC Common Stock or UTI Common Stock, as the case may be, (or if a record date with respect to any of the foregoing should occur) prior to the Effective Time, appropriate and proportionate adjustments, if any, shall be made to the Exchange Ratio, and all references to the Exchange Ratio in this Agreement shall be deemed to be to the Exchange Ratio as so adjusted.
This Article VIII and the agreements of UTI and PEC contained in Section 5.7 (UTI Stock Options; UTI Stock Plans); Section 5.8 (UTI Warrants); Section 5.11 (Indemnification; Directors and Officers Insurance); Section 5.12 (Employee Benefits) and Section 5.15 (Registration Rights Relating to UTI Common Stock) shall survive consummation of the Merger.
None of PEC, UTI nor the Surviving Corporation shall be liable to any holder of shares of UTI Common Stock for shares (or dividends or distributions with respect thereto) or cash in lieu of fractional shares of Surviving Corporation Common Stock delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
UTI and PEC shall furnish each other all information concerning UTI and the holders of UTI Common Stock or PEC and the holders of PEC Common Stock, as the case may be, required for use in the S-4 Registration Statement and the Joint Proxy Statement, and UTI and PEC each shall take such other actions as the other may reasonably request in connection with the preparation of the S-4 Registration Statement and the Joint Proxy Statement and the actions to be taken pursuant to this Section 5.2.
No certificates or scrip representing fractional shares of UTI Common Stock shall be issued upon the surrender for exchange of Certificates pursuant to this Article III and all fractional shares shall be rounded to the nearest whole share of UTI Common Stock.
Typically, such a restriction would not raise, by itself, any competitive concerns.