Capital Changes; Dividends; Redemptions; Dilution Sample Clauses

Capital Changes; Dividends; Redemptions; Dilution. ..... 17 ------------------------------------------------- 6.1.4 Subsidiaries........................................... 18 ------------ 6.1.5 Organization........................................... 18 ------------ 6.1.6
Sample 1
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Capital Changes; Dividends; Redemptions; Dilution. The Issuer ------------------------------------------------- will not, except as disclosed in the Disclosure Schedule, before the Closing, issue or sell any shares of capital stock or other securities, acquire directly or indirectly by redemption or otherwise, any such capital stock, reclassify or split up any such capital stock, declare or pay any dividends thereon in cash, securities, or other property, or make any other distribution with respect thereto, or grant or enter into any options, warrants, calls, or commitments of any kind with respect thereto. Following the Closing and prior to an initial public offering referred to herein, the Issuer will not issue or sell any shares of capital stock or other securities, reclassify or split-up any such capital stock, or grant or enter into any options, warrants, calls or commitments of any kind with respect thereto that will have the effect of diluting the 25% ownership of the Buyer without approval of 100% of the issued and outstanding capital stock, provided however, (i) that the Issuer may approve an initial public offering of the capital stock of the Issuer upon resolution of the board of directors and shareholders, passed in accordance with the by-laws of the Issuer, (ii) that the Issuer may cause such shares of capital stock or other securities to be issued or granted as are necessary to effectuate the initial public offering, and (iii) that, following the initial public offering, the Issuer may take any and all actions with respect to its capital stock in accordance with the respective by-laws of such Issuer.
Sample 1
Capital Changes; Dividends; Redemptions; Dilution. The Issuer will not, except as disclosed in Exhibit C or the Disclosure Schedule, before the Closing, issue or sell any shares of capital stock or other securities, acquire directly or indirectly by redemption or otherwise, any such capital stock, reclassify or split up any such capital stock, declare or pay any dividends thereon in cash, securities, or other property, or make any other distribution with respect thereto, or grant or enter into any options, warrants, calls, or commitments of any kind with respect thereto.
Sample 1
Capital Changes; Dividends; Redemptions; Dilution. The Issuer ------------------------------------------------- will not, except as disclosed in the Disclosure Schedule, before the Closing, issue or sell any shares of capital stock or other securities, acquire directly or indirectly by redemption or otherwise, any such capital stock, reclassify or split up any such capital stock, declare or pay any dividends thereon in cash, securities, or other property, or make any other distribution with respect thereto, or grant or enter into any options, warrants, calls, or commitments of any kind with respect thereto. Following the Closing, the Issuer will not issue or sell any shares of capital stock or other securities, reclassify or split-up any such capital stock, or grant or enter into any options, warrants, calls or commitments of any kind with respect thereto that will have the effect of diluting the 25% ownership of the Buyer without approval of 100% of the issued and outstanding capital stock.
Sample 1

Related to Capital Changes; Dividends; Redemptions; Dilution

  • Dividends, Distributions and Redemptions To enable each Fund to pay dividends or other distributions to shareholders of each such Fund and to make payment to shareholders who have requested repurchase or redemption of their shares of each such Fund (collectively, the "Shares"), the Custodian shall release cash or Securities insofar as available. In the case of cash, the Custodian shall, upon the receipt of Instructions, transfer such funds by check or wire transfer to any account at any bank or trust company designated by each such Fund in such Instructions. In the case of Securities, the Custodian shall, upon the receipt of Special Instructions, make such transfer to any entity or account designated by each such Fund in such Special Instructions.

  • Dividends and Redemption Price After receipt of the Federal Funds or similar same-day funds and instructions from the Fund described in Section 3.3 above, the Paying Agent shall pay to the Holders (or former Holders) entitled thereto (i) on each Dividend Payment Date, dividends on the AMPS, and (ii) on any date fixed for redemption, the redemption price of any shares of AMPS called for redemption. The amount of dividends for any Dividend Period to be paid by the Paying Agent to Holders will be determined by the Fund as set forth in Section 2 of Part I of the Articles Supplementary. The redemption price to be paid by the Paying Agent to the Holders of any shares of AMPS called for redemption will be determined as set forth in Section 3 of Part I of the Articles Supplementary. The Paying Agent shall have no duty to determine the redemption price and may rely on the amount thereof set forth in the Notice of Redemption.

  • Dividends, Distributions, Redemptions, and Repurchases Notwithstanding any other provisions of this Declaration of Trust, including, without limitation, Article VI, no dividend or distribution including, without limitation, any distribution paid upon dissolution of the Trust or of any Series with respect to, nor any redemption or repurchase of, the Shares of any Series or class shall be effected by the Trust other than from the assets held with respect to such Series, nor, except as specifically provided in Section 7 of this Article III, shall any Shareholder of any particular Series otherwise have any right or claim against the assets held with respect to any other Series or the Trust generally except to the extent that such Shareholder has such a right or claim hereunder as a Shareholder of such other Series. The Board of Trustees shall have full discretion, to the extent not inconsistent with the 1940 Act, to determine which items shall be treated as income and which items as capital; and each such determination and allocation shall be conclusive and binding upon the Shareholders.

  • Dividends and Redemptions 70 8.12 Transactions with Affiliates ......................................................... 70 8.13

  • Dividends and share redemption (a) Except as permitted under paragraph (b) below, the Company shall not (and will ensure that no other member of the Group will):

  • Adjustments for Dividends, Distributions, Stock Splits, Etc (1) In case the Company shall pay or make a dividend or other distribution on any class of Common Stock of the Company in Common Stock, the Settlement Rate in effect at the opening of business on the day following the date fixed for the determination of stockholders entitled to receive such dividend or other distribution shall be increased by dividing such Settlement Rate by a fraction of which the numerator shall be the number of shares of Common Stock outstanding at the close of business on the date fixed for such determination and the denominator shall be the sum of such number of shares and the total number of shares constituting such dividend or other distribution, such increase to become effective immediately after the opening of business on the day following the date fixed for such determination. For the purposes of this paragraph (1), the number of shares of Common Stock at any time outstanding shall not include shares held in the treasury of the Company but shall include shares issuable in respect of scrip certificates issued in lieu of fractions of shares of Common Stock. The Company will not pay any dividend or make any distribution on shares of Common Stock held in the treasury of the Company.

  • Restriction on Redemption and Cash Dividends So long as any Notes are outstanding, the Company shall not, directly or indirectly, redeem, or declare or pay any cash dividend or distribution on, any securities of the Company without the prior express written consent of the Buyers.

  • Adjustments for Certain Dividends and Distributions If the Maker shall at any time or from time to time after the Issuance Date, make or issue or set a record date for the determination of holders of Common Stock entitled to receive a dividend or other distribution payable in shares of Common Stock, then, and in each event, the applicable Conversion Price in effect immediately prior to such event shall be decreased as of the time of such issuance or, in the event such record date shall have been fixed, as of the close of business on such record date, by multiplying, the applicable Conversion Price then in effect by a fraction:

  • Conversion upon Redemption If the Company calls any Note for Redemption, then the Holder of such Note may convert such Note at any time before the Close of Business on the Business Day immediately before the related Redemption Date (or, if the Company fails to pay the Redemption Price due on such Redemption Date in full, at any time until such time as the Company pays such Redemption Price in full).

  • Optional Redemption upon Equity Offerings At any time, or from time to time, prior to June 1, 2010, the Company may, at its option, use an amount not to exceed the net cash proceeds of one or more Equity Offerings to redeem up to 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued under this Indenture at a redemption price of 110.500% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, to the Redemption Date; provided that:

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