Examples of WABC Common Stock in a sentence
The shares of WABC Common Stock to be issued in connection with the Merger have been duly authorized and, when issued in accordance with the terms of this Agreement and the Plan of Merger, will be validly issued, fully paid, nonassessable and free and clear of any preemptive rights.
In lieu thereof, each such holder entitled to a fraction of a share of WABC Common Stock shall receive, at the time of surrender of the ValliCorp Certificates, an amount in cash equal to the Average Price, multiplied by the fraction of a share of WABC Common Stock to which such holder otherwise would be entitled.
Shares of WABC Common Stock issued to such Affiliates of ValliCorp and WABC in exchange for ValliCorp Common Stock or previously owned by them shall not be transferable until such time as financial results covering at least 30 days of combined operations of WABC and ValliCorp have been published within the meaning of section 201.01 of the Commission's Codification of Financial Reporting Policies, regardless of whether each such Affiliate has provided the written agreement referred to in this Section.
WABC shall use all reasonable efforts ---------------------- to cause the shares of WABC Common Stock to be issued in the Merger and the shares of WABC Common Stock to be reserved for issuance upon exercise of former ValliCorp stock options to be approved for listing on the Nasdaq, subject to official notice of issuance, prior to the Closing Date.
If, as of two business days preceding the Effective Date, the Average Closing Price of WABC Common Stock is less than $33.80, the Pre-Final Exchange Ratio shall be adjusted by multiplying it by a fraction, of which (i) the numerator is $33.80 and (ii) the denominator is the Average Closing Price, with the result rounded to four decimal places.
Certificates issued for shares of WABC Common Stock shall be deemed to be certificates for the WABC Rights.
KSB shall use all commercially reasonable efforts to cause each person named in the letter delivered by it to deliver to WABC prior to the Effective Date, a written "affiliates" agreement, in substantially the form attached hereto as Exhibit C, providing that such person shall dispose of the WABC Common Stock to be received by such person in the Merger only in accordance with applicable law.
Notwithstanding any other provision hereof, no fractional shares of WABC Common Stock shall be issued to holders of shares of ValliCorp Common Stock.
WABC shall use all reasonable efforts to cause the shares of WABC Common Stock to be issued in the Merger and the shares of WABC Common Stock to be reserved for issuance upon exercise of former ValliCorp stock options to be approved for listing on the Nasdaq, subject to official notice of issuance, prior to the Closing Date.
WABC shall have no obligation to deliver a certificate for WABC Common Stock in exchange for the ValliCorp Certificates held by any affiliate until said affiliate has executed and delivered the written agreement described in this Section 5.3(f).