Vistana Common Stock definition
Examples of Vistana Common Stock in a sentence
All of the issued and outstanding shares of Vistana Common Stock are owned by Starwood and have been duly authorized and validly issued, are fully paid and nonassessable and have not been issued in violation of any preemptive or similar rights.
As soon as practicable after the Effective Time, the Agent, as agent for the holders of Vistana Common Stock that would otherwise receive fractional shares of ILG Common Stock, shall sell the Excess Shares at then prevailing prices on the NASDAQ in the manner provided in the following paragraph.
ILG or the Agent shall be entitled to deduct and withhold from the consideration otherwise payable pursuant to this Agreement to any holder of Vistana Common Stock such amounts as are required to be deducted and withheld with respect to the making of such payment under the Code, or under any provision of state, local or foreign Tax Law.
Immediately prior to the Effective Time, there will be outstanding a number of shares of Vistana Common Stock determined in accordance with Section 7.14.
At the Effective Time, all issued and outstanding shares of Vistana Common Stock shall be converted into the right to receive shares of ILG Common Stock pursuant to, and in accordance with, the terms of this Agreement.
All shares of ILG Common Stock issued in respect of shares of Vistana Common Stock (including any cash paid in lieu of fractional shares pursuant to Section 3.03) shall be deemed to have been issued in full satisfaction of all rights pertaining to such shares of Vistana Common Stock.
Immediately thereafter, the Agent shall distribute the shares of ILG Common Stock into which the shares of Vistana Common Stock that were distributed in the Distribution have been converted pursuant to the Merger, which shares shall be distributed on the same basis as the shares of Vistana Common Stock were distributed in the Distribution and to the Persons who received Vistana Common Stock in the Distribution.
Prior to the Effective Time, Vistana will take all actions necessary to authorize the issuance of a number of shares of Vistana Common Stock such that the total number of shares of Vistana Common Stock outstanding immediately prior to the Effective Time will equal the number of shares of Starwood Common Stock entitled to receive the Distribution outstanding immediately prior to the Effective Time in accordance with the terms of the Separation Agreement.
For the avoidance of doubt, the holder of any Starwood Time-Based Stock Award that consists of restricted shares will not be entitled to receive any shares of Vistana Common Stock to which such holder may have been entitled with respect to such restricted shares as a stockholder at the Record Date.
He then asked the Members’ consideration of the resolution to extend the ability to use negotiated private placements for the Equipment Revenue Note Program through May 31, 2022.