Examples of VCI Common Stock in a sentence
Each time that VCI proposes to file a ---------------------- registration statement under the Securities Act of 1933 with respect to an offering of VCI Common Stock either by VCI or by shareholders of VCI on a form that would also permit the registration of shares held by the Selling Shareholders, VCI will give written notice of such proposal to each Selling Shareholder.
Each Selling Shareholder who receives VCI Common Stock in connection with the transactions contemplated by this Agreement understands and agrees that the shares of VCI Common Stock have not been registered under the Securities Act and may be resold only if registered pursuant to the applicable provisions of the Securities Act or if an exemption from registration is available.
This reduction, if any, in the Merger Consideration shall be made by means of a reduction in the number of shares of VCI Common Stock issuable pursuant to Section 2.2(b)(i) of this Agreement, equal to the remainder of the reduction in the Merger Consideration divided by $2.00.
The authorized capital stock of VCI consists of ----------------- 30,000,000 shares of common stock, $0.01 par value per share, and 2,000,000 shares of preferred stock, $0.01 par value per share, of which 13,572,436 shares of VCI Common Stock, 7,000 shares of Series AA Convertible Redeemable Preferred Stock, 76,000 shares of Series B Convertible Redeemable Preferred Stock and 112 shares of Series C Convertible Redeemable Preferred Stock were issued and outstanding as of the date of this Agreement.
Each of the Shareholders will enter into an agreement with ------- VCI restricting the resale or disposal, for a period of 180 days from the Closing, of any VCI Common Stock issued to him pursuant to the Merger.
Each certificate which immediately prior to the Effective Time represents outstanding shares of ORE Common Stock shall at and after the Effective Time be deemed to represent only the number of shares of VCI Common Stock into which such shares of ORE Common Stock shall have the right to be converted pursuant to Section 2.2(b) above.
Until the pledge of the Pledged Preferred Shares is terminated, the Selling Shareholders shall not sell, assign, transfer, pledge, hypothecate or otherwise encumber or dispose the Pledged Preferred Shares (other than as set forth herein), or convert the Pledged Preferred Shares into VCI Common Stock, without the prior written consent of VCI.
Each Selling Shareholder who receives shares of VCI Common Stock in connection with the transactions contemplated by this Agreement understands and agrees that the shares of VCI Common Stock have not been registered under the Securities Act and may be resold only if registered pursuant to the applicable provisions of the Securities Act or if an exemption from registration is available.
If VCI fails to fully complete each and every requirement set forth in paragraph 2.7(a) above during the applicable time periods, the additional 106,500 shares of VCI Common Stock shall be issued to the Selling Shareholders as part of the Merger Consideration no later than 120 days following the Effective Time.
In the event such inventory as of the Closing Date shows that the number of videocassettes on hand is less than 99,500 units, the number of shares of VCI Common Stock (valued at $3.00 per share) payable pursuant to Section 2.2(b) of this Agreement as part of the Merger Consideration shall be reduced by $10.00 multiplied by the number of videocassettes less than 99,500 units.