Description of Common Stock definition

Description of Common Stock. [(2)"Description of Offered Debt Securities", "Description of the Guarantee"] [(3)"Descripton of Common Stock", "Description of Offered Debt Securities", "Description of the Guarantee", "Description of Stock Purchase Contract and Stock Purchase Units"] [and _______________], insofar as they purport to constitute summaries of the terms of the documents referred to therein, constitute accurate summaries of the terms of such documents in all material respects.
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Description of Common Stock. The Company's total authorized capital stock consists of 37,000,000 shares of Common Stock, of which 19,918,449 shares were issued and outstanding at September 30, 1998, and 2,000,000 shares of preferred stock, $.10 par value, of which none have been issued.
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Description of Common Stock and an outstanding capitalization as set forth in the section of the Registration Statement and the Prospectus entitled "Capitalization," and, as of the time of purchase and any additional time of purchase, as the case may be, the Company shall have an authorized capitalization as set forth in the sections of the Registration Statement and the Prospectus entitled "Capitalization," "Description of Preferred Stock" and "Description of Common Stock" and an outstanding capitalization as set forth in the section of the Registration Statement and the Prospectus entitled "Capitalization" (subject to the issuance of shares of Common Stock upon exercise of stock options granted pursuant to the Company's benefit plans and disclosed as outstanding in the Registration Statement and the Prospectus and the grant of stock options or other stock awards described in the Registration Statement and the Prospectus as reserved for future issuance under existing stock option or other benefit plans); the only shares of capital stock of the Company outstanding are the Common Stock of the Company, and all of the issued and outstanding shares of the Common Stock of the Company have been duly authorized and validly issued and are fully paid and non-assessable, have been issued in compliance with all federal and state securities laws and were not issued in violation of any preemptive right, right of first refusal or similar right;
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Examples of Description of Common Stock in a sentence

  • Being named in the above-mentioned Form S-3 Registration Statement and the Prospectus which is being made a part thereof, and in any amendments thereto, under the caption "Experts," and "Legality," as counsel for the Company, passing upon legal matters in connection with the Common Stock and having reviewed the matters of law and legal conclusions under "Description of Common Stock" contained in said Prospectus which are included therein under our authority as experts.

  • The authorized, issued and outstanding shares of capital stock of the Company is as set forth in the "Description of Common Stock" and "Description of Preferred Stock" sections contained in the Prospectus (except for subsequent issuances thereof, if any, contemplated under this Agreement, pursuant to employee benefit plans referred to in the Prospectus or pursuant to the exercise of convertible securities or options referred to in the Prospectus or upon the exchange of Units).

  • The authorized stock of the Company is as set forth in "Description of Common Stock" and "Description of Preferred Stock" in the Prospectus and the issued and outstanding stock of the Company is as set forth in the Company's Form 10-Q for the quarter ended September 30, 1997 (except for subsequent issuances, if any, pursuant to this Agreement, pursuant to employee benefit plans referred to in the Prospectus or pursuant to the exercise of options referred to in the Prospectus).

  • Instead of forwarding such certificates, please enter the words "Restricted Stock" under the heading "Certificate Number(s)" on the chart entitled "Description of Common Stock Tendered" in the "BLUE" Letter of Transmittal included with the tender offer materials.

  • Description of Common Stock The following summary of the common stock of Helix does not purport to be complete, and is subject to and qualified in its entirety by reference to Helix’s 2005 Amended and Restated Articles of Incorporation, as amended (our “Articles of Incorporation”) and Helix’s Second Amended and Restated By-Laws (our “By-Laws”).

  • We consent to the filing of this opinion as Exhibit 5 and 8.1 to the Registration Statement and to the reference to our firm under the caption "Legal Matters," "Description of Preferred Stock," Description of Common Stock" and "Taxation" in the Prospectus which is a part of the Registration Statement.

  • The terms and provisions of the capital stock of Acadia conform to the description thereof contained in the Registration Statement, and the statements in the Summary in the first paragraph under the caption "Description of Common Stock" have been reviewed by me and insofar as such statements constitute a summary of the law or documents referred to therein, are correct in all material respects, and the forms of certificates evidencing the Common Stock comply with the Colorado law; 8.

  • Description of Common Stock Dividends and Rights Upon Liquidation Holders of our common stock are entitled to receive dividends if, as and when declared by our board of directors out of any funds legally available for dividends.

  • The Company has authorized capital stock as set forth under the caption "Description of Common Stock" in the Memorandum and outstanding capital stock as set forth under the caption "Summary of Offering Terms" in the Memorandum.

  • For a complete description, we refer you to the Maryland General Corporation Law, our charter and our bylaws.1) Description of Common Stock, par value $0.01 per share Holders of our common stock are entitled to receive dividends when authorized by our board of directors and declared by us out of assets legally available for the payment of dividends.


More Definitions of Description of Common Stock

Description of Common Stock and in "Item 3 - Legal Proceedings" of the Corporation's Annual Report on Form 10-K for the most recent fiscal year, in each case insofar as such statements constitute summaries of the legal matters, documents or proceedings referred to therein, fairly present the information called for with respect to such legal matters, documents and proceedings and fairly summarize the matters referred to therein;
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Description of Common Stock. Description of Warrants" and "Description of Rights" in the basic prospectus and "Description of Common Stock" in the Prospectus Supplement, insofar as they relate to legal matters), such counsel shall state that no facts have come to such counsel's attention in the course of participating with officers and representatives of the Company in the preparation of the Registration Statement (except for financial statements and schedules and other financial and statistical data contained therein, as to which such counsel need express no opinion) to lead it to believe that any part of the Registration Statement or any amendment thereto, as of its effective date or as of such Closing Date, contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein not misleading; or that the Prospectus or any amendment or supplement thereto, as of its issue date or as of such Closing Date, contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; the descriptions in the Registration Statement and Prospectus of statutes, legal and governmental proceedings and contracts and other documents are accurate and fairly present the information required to be shown; and such counsel do not know of any legal or governmental proceedings required to be described in the Registration Statement or the Prospectus which are not described as required or of any contracts or documents of a character required to be described in the Registration Statement or the Prospectus or to be filed as exhibits to the Registration Statement which are not described or filed as required; and
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Description of Common Stock. The MMP Shares being delivered on the Delivery Date to the Underwriters hereunder have been duly authorized and, when issued and delivered in accordance with the terms of this Agreement, will be validly issued, fully paid and non assessable;
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Description of Common Stock and "Federal Income Tax Matters," and the statements contained in the Statement of Additional Information under the caption "Additional Information Concerning the Auction" insofar as they purport to summarize provisions of the Company's Articles and by-laws, contracts, agreements or other legal documents referred to therein, tax laws, legal conclusions, doctrines or practices of the United States, constitute accurate summaries of the terms of such documents, laws, legal conclusions, doctrines or practices in all material respects;
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Description of Common Stock. Except as set forth in the Prospectus, there are no outstanding options, warrants, conversion rights, subscription rights, preemptive rights, rights of first refusal or other rights or agreements of any nature outstanding to subscribe for or to purchase any shares of Common Stock of the Company or any other securities of the Company of any kind binding on the Company (except pursuant to dividend reinvestment, stock purchase or ownership, stock option, director or employee benefit plans ) and there are no outstanding securities or instruments of the Company containing anti-dilution or similar provisions that will be triggered by the issuance of the Common Shares as described in this Agreement. Except as set forth in the Prospectus, there are no restrictions upon the voting or transfer of any shares of the Company’s Common Stock pursuant to the Company’s Articles of Incorporation or Certificate of Incorporation, as applicable, or bylaws. There are no agreements or other obligations (contingent or otherwise) that may require the Company to repurchase or otherwise acquire any shares of its Common Stock. No Person has the right, contractual or otherwise, to cause the Company to issue to it, or to register pursuant to the Securities Act, any shares of capital stock or other securities of the Company upon the filing of the Registration Statement or the issuance or sale of the Common Shares hereunder.
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Related to Description of Common Stock

  • shares of Common Stock means (i) the class of stock designated as the Common Stock of the Company at the date of this Agreement, or (ii) any other class of stock resulting from successive changes or reclassifications of such shares consisting solely of changes in par value, or from par value to no par value, or from no par value to par value. In the event that at any time, as a result of an adjustment made pursuant to paragraph (a) above, the Warrant Holders shall become entitled to purchase any securities of the Company other than shares of Common Stock, thereafter the number of such other securities so purchasable upon exercise of each Warrant and the Exercise Price of such securities shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the Warrant Shares contained in paragraphs (a) through (i), inclusive, above, and the provisions of Section 7 and Section 12.2 through 12.5, inclusive, with respect to the Warrant Shares, shall apply on like terms to any such other securities.

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • New Common Stock means shares of Common Stock and/or securities convertible into, and/or other rights exercisable for, Common Stock, which are offered or sold in a New Transaction.

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

  • Common Stock means the common stock of the Company.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Additional Shares of Common means all shares of Common Stock issued (or, pursuant to Section 3(e)(iii), deemed to be issued) by the Corporation after the Original Issue Date, other than shares of Common Stock issued or issuable:

  • Parent Common Stock means the common stock, par value $0.01 per share, of Parent.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • Holdings Common Stock means the common stock, par value $0.01 per share, of Holdings.

  • Common Stock Price means the volume weighted average closing price of the Common Stock as reported by the NYSE American for the 10 trading days immediately preceding the date on which the determination is made.

  • Ordinary Shares means the ordinary shares, par value $0.0001 per share, of the Company.

  • Amalco Common Shares means common shares in the capital of Amalco;

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Additional Common Stock herein shall mean in the most broadest sense all shares of Common Stock hereafter issued by the Borrower (including, but not limited to Common Stock held in the treasury of the Borrower and common stock purchasable via derivative security or option on the date of such grant ), except Common Stock issued upon the conversion of any of this Convertible Note or Warrant.

  • Series B Common Stock means the Series B Common Stock, par value $0.01 per share, of the Company.

  • Acquiror Common Stock means the common stock, par value $0.001 per share, of Acquiror.

  • Class A Common Stock means the Class A common stock, par value $0.01 per share, of the Company.

  • A Ordinary Shares means the A ordinary shares of £0.01 each in the capital of the Company;

  • Company Common Stock means the common stock, par value $0.01 per share, of the Company.

  • Registered Common Stock shall have the meaning set forth in Section 13(b) hereof.

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

  • Company Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of the Company.

  • Common Shares means the common shares in the capital of the Corporation;

  • Company Convertible Securities means, collectively, any other options, warrants or rights to subscribe for or purchase any capital shares of the Company or securities convertible into or exchangeable for, or that otherwise confer on the holder any right to acquire any capital shares of the Company.