Adamis Capital Stock definition

Adamis Capital Stock means shares of Adamis Common Stock and, if any, Adamis Preferred Stock.
Sample 1Sample 2Sample 3
Adamis Capital Stock means shares of Adamis Common Stock and, if any, Adamis Preferred Stock. “Adamis Charter” shall mean the certificate of incorporation of Adamis, as in effect on the date of this Agreement.
Sample 1Sample 2

Examples of Adamis Capital Stock in a sentence

  • No further transfer of any such shares of Adamis Capital Stock shall be made on such stock transfer books after the Effective Time.

  • At the Effective Time all shares of Adamis Capital Stock outstanding immediately before the Effective Time shall automatically be exchanged, and all holders of Adamis Capital Stock that were outstanding immediately before the Effective Time shall cease to have any rights as stockholders of Adamis, except the right to receive the consideration described in Section 1.6(a) or Section 1.8, as applicable.

  • Promptly after the Effective Time, Cellegy shall supply or cause to be supplied or made available to the Exchange Agent for exchange in accordance with this Section 1.10 through such reasonable procedures as Cellegy may adopt, instructions regarding issuance of certificates evidencing the shares of Cellegy Common Stock issuable pursuant to Section 1.6(a) in exchange for shares of Adamis Capital Stock outstanding immediately before the Effective Time (the “Exchange Shares”).

  • Until so surrendered, each such outstanding share of Adamis Capital Stock will be deemed from and after the Effective Time, for all corporate purposes other than the payment of dividends, to evidence the ownership of the number of full shares of Cellegy Common Stock into which such shares of Adamis Capital Stock shall have been so converted and the right to receive cash in lieu of the issuance of any fractional shares.

  • Subject to Section 1.10(f) if, after the Effective Time, any shares of Adamis Capital Stock are presented to the Exchange Agent or to Adamis or Cellegy, such Adamis shares shall be canceled and shall be exchanged as provided in Section 1.10.

  • No dividends or other distributions with respect to Cellegy Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Adamis Capital Stock with respect to the shares of Cellegy Common Stock represented thereby until the holder of record of such Adamis Capital Stock shall surrender such shares of Adamis Capital Stock.

  • There are no declared or unpaid dividends with respect to any shares of Adamis Capital Stock.

  • Any shares of Adamis Capital Stock held as treasury stock or held or owned by Adamis, Cellegy or any direct or indirect wholly-owned Subsidiary of Adamis or of Cellegy immediately before the Effective Time shall be canceled and shall cease to exist, and no consideration shall be delivered in exchange therefor.

  • If, at any time after the Effective Time, any further action that is commercially reasonable and lawful is determined by Cellegy to be necessary or appropriate to carry out the purposes of this Agreement or to vest Cellegy with full right, title and possession of all shares of Adamis Capital Stock, the officers and directors of Adamis and Cellegy shall be fully authorized (in the name of Adamis and/or Cellegy or otherwise) to take such action.

  • Until so surrendered, each such outstanding share of Adamis Capital Stock will be deemed from and after the Effective Time, for all corporate purposes other than the payment of dividends, to evidence the ownership of the number of full shares of La Jolla Common Stock into which such shares of Adamis Capital Stock shall have been so converted and the right to receive cash in lieu of the issuance of any fractional shares.

Related to Adamis Capital Stock

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Parent Capital Stock means the Parent Common Stock and Parent Preferred Stock.

  • Capital Stock means (i) in the case of a corporation, capital stock, (ii) in the case of an association or business entity, any and all shares, interests, participations, rights or other equivalents (however designated) of capital stock, (iii) in the case of a partnership, partnership interests (whether general or limited), (iv) in the case of a limited liability company, membership interests and (v) any other interest or participation that confers on a Person the right to receive a share of the profits and losses of, or distributions of assets of, the issuing Person.

  • Voting Capital Stock means with respect to any Person, securities of any class or classes of Capital Stock in such Person ordinarily entitling the holders thereof (whether at all times or at the times that such class of Capital Stock has voting power by reason of the happening of any contingency) to vote in the election of members of the board of directors or comparable governing body of such Person.

  • Retired Capital Stock shall have the meaning provided in Section 10.5(b)(2).

  • Excluded Capital Stock means:

  • Treasury Capital Stock has the meaning assigned to such term in Section 6.04(a)(viii).

  • Qualified Capital Stock means any Capital Stock that is not Disqualified Capital Stock.

  • Disqualified Capital Stock means that portion of any Capital Stock which, by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable at the option of the holder thereof), or upon the happening of any event (other than an event which would constitute a Change of Control), matures or is mandatorily redeemable, pursuant to a sinking fund obligation or otherwise, or is redeemable at the sole option of the holder thereof (except, in each case, upon the occurrence of a Change of Control), on or prior to the final maturity date of the Notes.

  • Refunding Capital Stock has the meaning assigned to such term in Section 6.04(a)(viii).

  • Capital stock tax means a tax measured in any way by the capital of a corporation considered in its entirety.

  • Capital Shares means the Common Stock and any shares of any other class of common stock whether now or hereafter authorized, having the right to participate in the distribution of earnings and assets of the Company.

  • Redeemable Capital Stock means any Capital Stock of the Company or any of its Subsidiaries that, either by its terms, by the terms of any security into which it is convertible or exchangeable or otherwise, (a) is or upon the happening of an event or passage of time would be required to be redeemed on or prior to the final stated maturity of the securities or (b) is redeemable at the option of the holder thereof at any time prior to such final stated maturity or (c) is convertible into or exchangeable for debt securities at any time on or prior to such final stated maturity.

  • voting equity securities means equity securities having voting power for the election of directors, whether at all times or only so long as no senior class of security has such voting power by reason of any contingency.

  • Parent Ordinary Shares means the Ordinary Shares, nominal value NIS 0.0175 per share, of Parent.

  • equity share capital means the total issued and paid-up equity share capital of the Company, calculated on a Fully Diluted Basis.

  • Preferred Stock Equivalents shall have the meaning set forth in Section 11(b) hereof.

  • sweat equity shares means equity shares issued by a company to its employees or directors at a discount or for consideration other than cash for providing know-how or making available rights in the nature of intellectual property rights or value additions, by whatever name called;

  • Ordinary Share Capital means any issued and outstanding shares of the Company with voting or other rights of management and control and any outstanding securities of the Company that are convertible into such shares at the option of the holder;

  • New Equity Interests means the limited liability company

  • Equity Interests means Capital Stock and all warrants, options or other rights to acquire Capital Stock (but excluding any debt security that is convertible into, or exchangeable for, Capital Stock).

  • Equity Securities means, with respect to any Person that is a legal entity, any and all shares of capital stock, membership interests, units, profits interests, ownership interests, equity interests, registered capital, and other equity securities of such Person, and any right, warrant, option, call, commitment, conversion privilege, preemptive right or other right to acquire any of the foregoing, or security convertible into, exchangeable or exercisable for any of the foregoing, or any Contract providing for the acquisition of any of the foregoing.

  • Book Equity means the aggregate of the amounts paid-up or credited as paid-up on the Charter Guarantor's issued share capital and the amount of the consolidated capital and revenue reserves of the Group (including any share premium account, capital redemption reserve fund and any credit balance on the consolidated profit and loss account of the Group) all as shown by the latest audited consolidated balance sheet and profit and loss account of the Group delivered under this Deed but after:

  • Voting Share Capital means the total voting equity share capital of the Target Company on a fully diluted basis expected as of the 10th (Tenth) Working Day from the closure of the Tendering Period for the Offer.

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Hybrid Equity Securities means securities issued by Borrower or any subsidiary that (a) are classified as possessing a minimum of (i) “intermediate equity content” by S&P and (ii) “Basket C equity credit” by Moody’s and (b) do not contain any scheduled principal payments or prepayments or any mandatory redemptions or mandatory repurchases prior to the date that is at least 91 days after the latest applicable Maturity Date.