Atlantic Common Stock definition

Atlantic Common Stock means the common stock, par value $.001 per share, of Atlantic.
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Atlantic Common Stock shall have the meaning set forth in the recitals to this Agreement. (h) "Register." The terms "register," "registered" and "registration" refer to a registration effected by preparing and filing a registration statement in compliance with the Securities Act, and the declaration or ordering of the effectiveness of such registration statement by the Commission. (i) "Registrable Securities" means (i) shares of Atlantic Common held by DigiTar as of the date of this Agreement and (ii) any other securities issuable in respect of the shares of Atlantic Common (including, without limitation, by reason of a stock split, stock dividend, recapitalization, merger, consolidation or similar event). Notwithstanding the foregoing, shares of Atlantic Common Stock and such other securities shall only be treated as Registrable Securities if and so long as they have not been sold to or through a broker or dealer or underwriter in a public distribution or a sale pursuant to Rule 144 or Rule 145. (j) "Registration Expenses" shall mean all expenses, except as otherwise stated below, incurred by Atlantic and/or DigiTar in complying with Sections 2 and 3 hereof, including, without limitation, the registration, qualification and filing fees, printing expenses, escrow fees, fees and disbursements of counsel and accountants for Atlantic and/or DigiTar, blue sky fees and expenses and all internal expenses of Atlantic and/or DigiTar (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties). (k) "Registration Statement" shall mean the registration statement of Atlantic filed with the Commission which covers the Registrable Securities on an appropriate form, ▇▇-▇, ▇-▇, etc., under the Securities Act, together with all amendments and supplements to such registration statement, including post-effective amendments, including any Prospectus contained therein, all exhibits thereto and all material incorporated by reference into the registration statement, all amendments and supplements and the Prospectus. (l) "Securities Act" shall mean the Securities Act of 1933, or any successor thereto, as the same shall be amended from time to time. (m) "Selling Expenses" shall mean all underwriting discounts, selling commissions and stock transfer taxes applicable to the Registrable Securities. <PAGE> (n) "Underwriter" means any underwriter of Registrable Securities in connection with an offering thereof.
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Atlantic Common Stock shall have the meaning set forth in the recitals to this Agreement.
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Examples of Atlantic Common Stock in a sentence

  • If at any time Axiom and its Affiliates hold shares of Atlantic Common Stock representing at least five percent (5%) of Atlantic’s total issued and outstanding Atlantic Common Stock, Atlantic shall nominate the director designated by Axiom (or its designee) and, if such director designated is not ▇▇.

  • All outstanding shares of Atlantic Common Stock are duly authorized, validly issued, fully paid, and non-assessable and were issued in compliance with all applicable federal and state securities laws.

  • Atlantic has not taken any action that is designed to terminate the registration of Atlantic Common Stock under the Exchange Act.

  • The Atlantic Common Stock comprising the Initial Share Consideration, the Atlantic Common Stock to be issued pursuant to the Convertible Note (once issued) and the Contingent Share Consideration (if and when issued) (collectively, the “Share Consideration”) will rank pari passu in all respects with the existing Atlantic Common Stock, including the right to receive all dividends declared, made, or paid after the Closing Date.

  • The shares of Atlantic Common Stock constitute the only outstanding class of securities of Atlantic registered under the Securities Act.

  • Atlantic has not received any written notice from Nasdaq of non-compliance with Nasdaq continued listing standards that remains unresolved, and there is no pending or, to Atlantic’s Knowledge, threatened action by Nasdaq to delist or suspend trading of the Atlantic Common Stock.

  • In no event shall Axiom be required to pay an amount, in the aggregate, that exceeds the then-remaining Clawback Shares multiplied by the price per share of Atlantic Common Stock as of the close of business on the date immediately preceding the Closing Date.

  • There is no Action pending or, to the Knowledge of Atlantic, threatened against Atlantic by the SEC with respect to any intention by such entity to deregister the Atlantic Common Stock.

  • Following receipt of the Required Company Stockholder Approval, the authorized and unissued shares of Atlantic Common Stock will be sufficient to permit full Conversion and issuance of the Contingent Share Consideration (if any) in accordance with its term.

  • Atlantic will use reasonable best efforts to cause voting agreements, in substantially the form as the Initial Voting Agreements, to be duly executed by stockholders representing (together with the stockholders who have duly executed Initial Voting Agreements) at least a majority of the issued and outstanding Atlantic Common Stock as of the Closing (the “Post-Signing Voting Agreements”).


More Definitions of Atlantic Common Stock

Atlantic Common Stock consists of all authorized capital stock, $.00001 par value, of Atlantic.
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