Outstanding Capitalization Sample Clauses

Outstanding Capitalization. The total number of shares of (a) the outstanding common stock of the Buyer, plus (b) the common stock of the Buyer underlying the Series B Preferred Shares (issued under the Financing) immediately following the closing of the Financing, equals 19,377,623.
Sample 1
Outstanding Capitalization. At the Hafesh Closing, TSCI's issued and outstanding capitalization shall consist of 5,017,750 shares of common stock, its only class of equity or debt securities.
Sample 1
Outstanding Capitalization. As of the date hereof, the authorized capitalization of the Company consisted of 100,000,000 shares of Common Stock, of which 3,611,000 shares have been issued and are outstanding. Giving effect to the issuance of the Shares pursuant to this Agreement (assuming that 99% of the Partnership Interests are exchanged) and the cancellation of the 3,001,000 shares owned, beneficially and of record, by Xxxxx, the Company will have, after the Effective Date, 3,620,000 shares of Common Stock issued and outstanding. The Company also has issued and outstanding 200,000 "A" Warrants and 200,000 "B" Warrants issuable upon exercise of such securities into an aggregate of 400,000 shares of Common Stock of the Company. As of the date hereof, there are no other issued and outstanding shares of capital stock of the Company nor are there any other issued and outstanding options, warrants or rights to purchase shares of Common Stock of the Company.
Sample 1
Outstanding Capitalization. As of the date hereof, the capitalization of the Company is as set forth in Intraco's periodic reports with the Securities and Exchange Commission. Summarized herein: Number: Value: Authorized Ordinary Shares: 100,000,000 Outstanding Ordinary Shares: 40,590,090 Free Trading Ordinary Shares: 9,864,581 Ordinary Shares under Option: 15,799,833 $ Preferred Shares Series A: 391,500 $ Preferred Shares Series B: 872,100 $ Warrants 8,856,160 $ Preferred shares Series A Preferred Shares Series B Warrants specifics include: Prior to the execution of this Agreement, Intraco has supplied to FIFC an updated list, from its transfer agent, of Shareholders holding Intraco shares.
Sample 1
Outstanding Capitalization. Upon the completion of the Restructuring Plan, the outstanding shares of Common Stock will be held as set forth in Appendix I to this Agreement.
Sample 1
Outstanding Capitalization. As of the date hereof, ALG has, outstanding, 600,000 shares of its Class A common stock, all of which is held by Xxxxx. There are no other issued or outstanding shares of capital stock of ALG as to the date hereof. As of such date, there were also issued and outstanding no options, rights, warrants, commitments to issue or other derivative securities which are issuable upon exercise or conversion of such securities into common stock of ALG.
Sample 1
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Related to Outstanding Capitalization

  • Post-Closing Capitalization At, and immediately after, the Closing, the authorized capitalization, and the number of issued and outstanding shares of the capital stock of the Company and the Parent, on a fully-diluted basis, as indicated on a schedule to be delivered by the Parties at or prior to the Closing, shall be acceptable to the Parent in its sole and absolute discretion.

  • 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.

  • Equity Capitalization As of the date hereof, the authorized capital stock of the Company consists of (x) 30,000,000 shares of Common Stock, of which as of the date hereof, 10,964,602 shares are issued and outstanding, 2,529,378 shares are reserved for issuance pursuant to the Company’s employee incentive plan and other options and warrants outstanding and no shares are reserved for issuance pursuant to securities (other than the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, and (y) 10,000,000 shares of preferred stock, of which as of the date hereof, none are issued and outstanding. All of such outstanding shares have been, or upon issuance will be, validly issued and are fully paid and nonassessable. Except as set forth above in this Section 3(p): (i) none of the Company’s capital stock is subject to preemptive rights or any other similar rights or any liens or encumbrances suffered or permitted by the Company; and (ii) there are no outstanding options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, or exercisable or exchangeable for, any capital stock of the Company, or contracts, commitments, understandings or arrangements by which the Company is or may become bound to issue additional capital stock of the Company or options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, or exercisable or exchangeable for, any capital stock of the Company; (iii) there are no outstanding debt securities, notes, credit agreements, credit facilities or other agreements, documents or instruments evidencing Indebtedness of the Company or by which the Company is or may become bound; (iv) there are no financing statements securing obligations in any material amounts, either singly or in the aggregate, filed in connection with the Company; (v) there are no agreements or arrangements under which the Company is obligated to register the sale of any of its securities under the 1933 Act (except pursuant to the Registration Rights Agreement); (vi) there are no outstanding securities or instruments of the Company which contain any redemption or similar provisions, and there are no contracts, commitments, understandings or arrangements by which the Company is or may become bound to redeem a security of the Company; (vii) there are no securities or instruments containing anti-dilution or similar provisions that will be triggered by the issuance of the Securities; (viii) the Company does not have any stock appreciation rights or “phantom stock” plans or agreements or any similar plan or agreement; and (ix) the Company has no liabilities or obligations required to be disclosed in the SEC Documents but not so disclosed in the SEC Documents, other than those incurred in the ordinary course of the Company’s business and which, individually or in the aggregate, do not or would not have a Material Adverse Effect. The Company has furnished or made available to the Buyers true, correct and complete copies of the Company’s Certificate of Incorporation, as amended and as in effect on the date hereof (the “Certificate of Incorporation”), and the Company’s Bylaws, as amended and as in effect on the date hereof (the “Bylaws”), and the terms of all securities convertible into, or exercisable or exchangeable for, shares of Common Stock and the material rights of the holders thereof in respect thereto.

  • Market Capitalization At the time the Registration Statement was or will be originally declared effective, and at the time the Company’s most recent Annual Report on Form 10-K was filed with the Commission, the Company met or will meet the then applicable requirements for the use of Form S-3 under the Securities Act, including, but not limited to, General Instruction I.B.1

  • Debt to Capitalization Ratio As of the last day of each fiscal quarter of the Borrower, the Debt to Capitalization Ratio shall be less than or equal to 0.70 to 1.0.

  • Authorized Capitalization As of the date of this Agreement, the authorized capitalization of Buyer consists of (i) 1,000,000,000 shares of common stock, par value $0.01 per share, of which 367,735,954 shares are issued and outstanding and (ii) 25,000,000 shares of undesignated preferred stock, par value $0.01 per share, none of which are issued and outstanding. Buyer has no other capital stock authorized, issued or outstanding. There are no outstanding or authorized stock appreciation, phantom stock, profit participation, or similar rights with respect to Buyer. With respect to any Buyer Common Stock that has been issued subject to a right of repurchase on the part of the Company, Disclosure Schedule 4.2(a) sets forth the holder thereof, the number and type of securities covered thereby, and the vesting schedule thereof (including a description of the circumstances under which such vesting schedule can or will be accelerated).

  • Capitalization, Etc (a) The authorized capital stock of the Company consists of: (i) 200,000,000 shares of Company Common Stock, of which 48,268,495 shares had been issued and were outstanding as of the close of business on July 29, 2013; and (ii) 10,000,000 shares of Company Preferred Stock, of which no shares have been issued or are outstanding. All of the outstanding Shares have been duly authorized and validly issued, and are fully paid and nonassessable.

  • Company Capitalization The Company has an authorized capitalization as set forth in the Prospectus; the outstanding shares of capital stock of the Company have been duly and validly authorized and issued and are fully paid and nonassessable.

  • Liquidity Coverage Ratio The Seller shall not issue any LCR Security.

  • Outstanding With respect to the Loans, the aggregate unpaid principal thereof as of any date of determination.

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