Authorized and Outstanding Capital Stock Clause Samples

Authorized and Outstanding Capital Stock. As of January 24, 2018, the authorized capital stock of the Company consists of (A) 90,000,000 shares of Common Stock, of which, 25,847,969 are issued and outstanding and 1,500,000 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 10,000,000 shares of Preferred Stock, none of which are issued and outstanding. As of March 7, 2018, 64,152,031 shares of Common Stock are held in the treasury of the Company.

Authorized and Outstanding Capital Stock. As of October 28, 2024, the authorized capital stock of the Company consists of (A) 3,000,000,000 shares of Common Stock, of which, 100,328,686 are issued and outstanding and 953,695,341 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Preferred Shares) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 5,000,000 shares of Preferred Stock of which 1,000 shares have been designated as Series A Preferred Stock, none of which are issued and outstanding; 5,000 shares have been designated as Series B-1 Preferred Stock, none of which are issued and outstanding; 5,000 shares have been designated as Series B-2 Preferred Stock, none of which are issued and outstanding; 1,700 shares have been designated as Series C Preferred Stock, none of which are issued and outstanding, 70 shares have been designated as Series D Preferred Stock, none of which are issued and outstanding; 2,300 have been designated as Series E-1 Preferred Stock, 1,920 of which are issued and outstanding; 95,000 shares have been designated as Series F-1 Preferred Stock, 24,000 of which are issued and outstanding. There are no shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 2,000,000,000 shares of Common Stock, of which, 916,914,554 are issued and outstanding and 47,329,320 shares are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Notes and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 5,000,000 shares of Preferred Stock, 1,963,964 of which are issued and outstanding. 0 shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of 100,000,000 ordinary shares, $0.0001 par value, comprising 98,000,000 Class A ordinary shares and 2,000,000 Class B ordinary shares, of which 12,624,371 Class A ordinary shares and 2,000,000 Class B ordinary shares are issued and outstanding.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 100,000,000 shares of Common Stock, of which, 16,713,398 shares are issued and outstanding and ________ shares are reserved for issuance pursuant to Convertible Securities (as defined below) and (B) 25,000,000 shares of Preferred Stock, of which, 10,000 shares have been designated as Series A Preferred Stock, all of which are issued and outstanding, and 50,000 shares have been designated as Series B Preferred Stock, of which 49,750 shares are issued and outstanding. No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.

Authorized and Outstanding Capital Stock. The Company’s authorized capital stock consists of 250,000,000 shares of Common Stock, and 10,000,000 preferred shares, $0.001 par value. As of the Reference Date there were 45,115,181 shares of our common stock issued and outstanding and no shares of preferred stock issued and outstanding. If all of the Offered Shares are sold there will be an aggregate of 47,615,181 shares of Common Stock issued and outstanding.

Authorized and Outstanding Capital Stock. (a) The authorized and outstanding capital stock of the Company is as set forth in Section 3.15(a) of the Disclosure Schedule. All of such outstanding capital stock has been duly authorized and validly issued, is fully paid and non-assessable and is not subject to any preemptive or similar rights. Except as set forth in Section 3.15(a) of the Disclosure Schedule, (i) there is neither outstanding nor has the Company or any Subsidiary agreed to grant or issue any shares of its capital stock or any Option Security or Convertible Security, and (ii) neither the Company nor any Subsidiary is a party to or is bound by any agreement, put or commitment pursuant to which it is obligated to purchase, redeem or otherwise acquire any shares of capital stock or any Option Security or Convertible Security. Between the date of this Agreement and the Merger Closing, the Company will not, and will not permit any Subsidiary to, issue, sell or purchase or agree to issue, sell or purchase any capital stock or any Option Security or Convertible Security of the Company or any Subsidiary. As of the Effective Time, the rights of the holders of all Option Securities and Convertible Securities issued by the Company to exercise or convert such Securities will have been terminated pursuant to the terms thereof. (b) All of the outstanding capital stock of the Company is owned by the Stockholders as set forth in Section 3.15(b) of the Disclosure Schedule, and is, to the Company's knowledge, free and clear of all Liens, except as set forth in Section 3.15(b) of the Disclosure Schedule. To the Company's knowledge, no Person, and no group of Persons acting in concert, owns as much as five percent (5%) of the Company's outstanding Common Stock, and the Company is not controlled by any other Person, except as set forth in Section 3.15(b) of the Disclosure Schedule.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 740,000,000 shares of Common Stock, of which, 6,955,694 are issued and outstanding and 15,158,941 shares are reserved for issuance pursuant to Common Stock Equivalents (as defined above) (other than the New Tranche B Warrant and shares previously reserved for the Existing Tranche B Warrant) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 45,000,000 shares of Preferred Stock, 29,057,097 of which are issued and outstanding and have been designated as Series A Preferred Stock, and 5,000,000 of which have been designated as Series 1 Mandatory Exchangeable Preferred Stock but none of which have been issued as of the date hereof.

Authorized and Outstanding Capital Stock. As of the date hereof, the authorized capital stock of the Company consists of (A) 500,000,000 Class A ordinary shares, of which, 9,554,000 are issued and outstanding and (ii) 50,000,000 Class B ordinary shares, of which, 2,250,000 are issued and outstanding and the number of shares as set forth on Schedule 3(r)(ii) are reserved for issuance pursuant to Convertible Securities (as defined below) (other than the Preferred Shares and the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock and (B) 5,000,000 shares of Preferred Stock, [none] of which are issued and outstanding. No shares of Common Stock are held in the treasury of the Company. “Convertible Securities” means any capital stock or other security of the Company or any of its Subsidiaries that is at any time and under any circumstances directly or indirectly convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any capital stock or other security of the Company (including, without limitation, Common Stock) or any of its Subsidiaries.