ALL STOCK Sample Clauses

The "ALL STOCK" clause specifies that the consideration for a transaction, such as a merger or acquisition, will be paid entirely in the form of the acquiring company's stock rather than cash or other assets. In practice, this means that shareholders of the target company receive shares in the acquiring company proportional to their holdings, effectively making them part-owners of the combined entity. This clause is commonly used to preserve cash for the acquiring company and to align the interests of both parties by giving the target's shareholders a stake in the future success of the merged business.
ALL STOCK. Notwithstanding the foregoing provisions of Section 1.6.1, if the Stock Purchase Agreement, as defined in Section 2.2.24, is terminated prior to Closing, each Micrion Share and the associated Rights outstanding immediately before the Effective Time, other than the Excluded Micrion Shares, will be converted into the right to receive (A) one share of FEI Common Stock plus (B) such number of shares of FEI Common Stock, which, when multiplied by the Pre-Closing Average Price, as defined below, equals $6.00, subject to Equitable Adjustment and subject to adjustment as provided in Section 4.2. 1. The aggregate number of shares of FEI Common Stock to be issued to each Micrion stockholder will be rounded to the nearest whole share.
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ALL STOCK. Such Shareholder shall transfer herewith all common and preferred stock of Syntec owned legally or beneficially by such Shareholder other than the shares that such Shareholder has the right to acquire pursuant to options, warrants or other rights.
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ALL STOCK. Each Shareholder shall transfer herewith all common stock of Network owned legally or beneficially by such Shareholder.
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ALL STOCK. Each Shareholder shall transfer herewith all common stock of Milling Systems owned legally or beneficially by such Shareholder.
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ALL STOCK. Option Plans shall be terminated as of the Effective Time and the provisions in any other Benefit Plan providing for the issuance, transfer or grant of any capital stock of the Company or any interest in respect of any capital stock of the Company shall be terminated as of the Effective Time. The Company shall ensure that following the Effective Time, no holder of a Company Stock Option or Warrant or any participant in any Stock Option Plan (other than those holders who are parties to an agreement to exchange or roll their equity interest in the Company for or into equity of Parent or the Surviving Corporation) shall have any right thereunder to acquire any capital stock of the Company, Parent or the Surviving Corporation.
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ALL STOCK. Each Shareholder shall transfer herewith all common stock of Life2K owned legally or beneficially by such Shareholder.
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ALL STOCK. The Stock transferred hereunder represents all of Seller's interest, directly or indirectly, of record and beneficially held, individually or in trust.
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ALL STOCK. Each Shareholder shall transfer herewith all common stock of Triton-Eurasia owned legally or beneficially by such Shareholder.
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Related to ALL STOCK

  • Company Stock The authorized capital stock of the Company consists of: (i) 95,000,000 shares of Company Common Stock, (ii) 900,000 shares of undesignated preferred stock, par value $1.75 per share, and (iii) 100,000 shares of Series A Preferred Stock, par value $1.75 per share (the “Series A Preferred Stock”) (the undesignated and Series A Preferred Stock are collectively referred to herein as the “Company Preferred Stock”). As of August 7, 2007, (a) 44,641,388 shares of Company Common Stock were issued and outstanding, (b) no shares of Company Preferred Stock were issued and outstanding, (c) 18,195,312 shares of Company Common Stock were reserved for issuance under the Company Stock Plans, (d) 1,500,000 shares of Company Common Stock were reserved for issuance under stock options granted outside of the Company Stock Plans, (e) 1,370,763 shares of Company Common Stock were reserved for issuance under Company Warrants, and (f) 378,100 shares of Company Common Stock were held in treasury. The outstanding shares of Company Common Stock have been duly authorized and are validly issued and outstanding, fully paid and nonassessable, and subject to no preemptive rights (and were not issued in violation of any subscriptive or preemptive rights). As of the date hereof, other than the Company Stock Options and the Company Warrants, there are no shares of Company Common Stock authorized and reserved for issuance, the Company does not have any Rights issued or outstanding with respect to Company Stock, and the Company does not have any commitment to authorize, issue or sell any Company Stock or Rights, except pursuant to this Agreement. Section 4.2(e) of the Company Disclosure Schedule sets forth a list of the holders of outstanding Company Stock Options and Company Warrants, the date that each such Company Stock Option or Company Warrant was granted, the number of shares of Company Common Stock subject to each such Company Stock Option or Company Warrant, the vesting schedule and expiration date of each such Company Stock Option or Company Warrant and the price at which each such Company Stock Option or Company Warrant may be exercised.

  • Common Stock 1 Company........................................................................1

  • Common Shares 4 Company...................................................................................... 4

  • Shares The term “

  • Treasury Stock Notwithstanding clause (a) above or any other provision of this Agreement to the contrary, at the Effective Time, if there are any Company Securities that are owned by the Company as treasury shares or any Company Securities owned by any direct or indirect Subsidiary of the Company immediately prior to the Effective Time, such Company Securities shall be canceled and shall cease to exist without any conversion thereof or payment therefor.