FCEI Stock Sample Clauses

FCEI Stock. In the case of the Principal Closing, the board of directors of FCEI has reserved for issuance, free from preemptive rights, out of FCEI’s authorized but unissued FCEI Stock, solely for the purpose of issuance upon exchange of the BCR Units into FCEI Stock, the full number of shares of FCEI Stock deliverable upon exchange of all of the BCR Units (including the Additional Units).
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FCEI Stock. Schedule 7.1(e) and the 2005 Form 10-K set forth as of July 21, 2006 (i) the authorized capital stock of FCEI, (ii) the total number of shares of each class of capital stock outstanding and (iii) the total number of options and warrants to acquire such capital stock and any commitments to issue or grant any of the foregoing. All of the outstanding shares of the capital stock of FCEI are duly and validly issued, fully paid and non-assessable and not subject to any preemptive rights. When issued, the FCEI Stock issuable upon exchange of the BCR Units, including the Additional Units, will be duly authorized, validly issued, fully paid and non-assessable and not subject to any preemptive rights. The FCEI Stock issued upon exchange of the BCR Units, including the Additional Units, (a) will be free and clear of all liens and other claims other than those suffered or permitted or granted by the contributors of the BCR Contributed Interests in consideration of the BCR Units (including the potential restrictions contained in the Master III Operating Agreement and the Voting Agreement), and (b) will not require any approval or consent of any Person except any such approval or consent that will be obtained on or prior to the Principal Closing Date (other than the registration of such FCEI Stock, which will be governed by the Registration Rights Agreement).
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FCEI Stock. As of July 21, 2006 i) Authorized capital stock of FCEI: Class A 271,000,000 Class B 56,000,000 Preferred stock 10,000,000 Total 337,000,000 ii) Total number of shares of each class of capital stock outstanding (1): Class A 76,321,341 Class B 25,822,860 Preferred Stock — Total 102,144,201 iii) Total number of options and warrants to acquire such capital stock and any commitments to issue or grant any of the foregoing: Stock Options 3,860,792 Phantom Shares (2) 9,433 3,870,225
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Related to FCEI Stock

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

  • Xxxxx Stock The Company agrees that it will use commercially reasonable efforts to prevent the Company from becoming subject to Rule 419 under the Securities Act prior to the consummation of any Business Combination, including, but not limited to, using its best efforts to prevent any of the Company’s outstanding securities from being deemed to be a “xxxxx stock” as defined in Rule 3a51-1 under the Exchange Act during such period.

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

  • Company Stock The Certificates and stock powers, duly endorsed, transferring the Company Stock to Subsidiary and the officer and director resignations required in Section 4.6;

  • Ordinary Shares The Ordinary Shares included in the Units have been duly authorized and, when issued and delivered against payment for the Offered Securities by the Underwriters pursuant to this Agreement and registered in the Company’s register of members, will be validly issued, fully paid and non-assessable. The holders of such Ordinary Shares are not and will not be subject to personal liability by reason of being such holders; such Ordinary Shares are not and will not be subject to any preemptive or other similar contractual rights granted by the Company.

  • Fractional Shares of Common Stock (a) The Company shall not issue fractions of Warrants or distribute Warrant Certificates which evidence fractional Warrants. Whenever any fractional Warrant would otherwise be required to be issued or distributed, the actual issuance or distribution shall reflect a rounding of such fraction to the nearest whole Warrant (rounded down).

  • Parent Stock As of December 15, 2013, the entire authorized capital stock of the Parent consists of (a) 200,000,000 shares of Parent Common Stock of which 103,963,318 shares of Parent Common Stock are duly and validly issued and outstanding, fully paid and nonassessable as of the Closing Date, and (b) 40,000,000 preferred shares of beneficial interest, $0.01 par value per share, of which, 9,498,888 shares in the aggregate of Series G, Series H and Series I of such preferred shares of beneficial interest are duly and validly issued and outstanding, fully paid and nonassessable as of the Closing Date and such preferred shares of beneficial interest provide no rights to any holder thereof that may cause a violation of Section 6.04(f). The issuance and sale of such Parent Common Stock and such preferred shares of beneficial interest of the Parent either (i) has been registered under applicable federal and state securities laws or (ii) was issued pursuant to an exemption therefrom. The Parent meets the requirements for taxation as a REIT under the Code.

  • Shares The term “

  • Parent Shares All outstanding Parent Shares, and all Parent Shares, which may be issued pursuant to this Agreement shall when issued in accordance with this Agreement be, duly authorized, validly issued, fully paid and nonassessable and not subject to preemptive rights.

  • The Shares The Shares to be issued and sold by the Company hereunder have been duly authorized by the Company and, when issued and delivered and paid for as provided herein, will be duly and validly issued, will be fully paid and nonassessable and will conform to the descriptions thereof in the Registration Statement, the Pricing Disclosure Package and the Prospectus; and the issuance of the Shares is not subject to any preemptive or similar rights.

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