Earthstone Common Stock definition

Earthstone Common Stock means the common stock, U.S.$0.001 par value per share, of Earthstone;
Earthstone Common Stock has the meaning set forth in Section 3.2(a).

Examples of Earthstone Common Stock in a sentence

  • Except as set forth in Schedule 2 attached hereto, the Company represents and warrants to the Stockholders that, as of the date hereof, the Company is not a party to any agreement, other than this Agreement, pertaining to the registration by the Company of Earthstone Common Stock.

  • The foregoing shall not restrict or prevent the Company from entering into any other agreement with any party pertaining to the registration by the Company of such party’s Earthstone Common Stock; provided, however, that no such agreement shall grant to any Person registration rights that are superior or preferential to the rights granted to the Stockholders hereunder or that would otherwise frustrate the purposes of this Agreement.

  • In addition, we assume that government expenditure and investment are constant at the benchmark values.

  • All of the issued and outstanding shares of Earthstone Common Stock have been duly authorized and validly issued in accordance with the Certificate of Incorporation, are fully paid and nonassessable, and, as of the respective dates of the SEC Filings and the Financial Statements, were issued and held as described therein.

  • On the date hereof, there are 1,737,991 issued and outstanding shares of Earthstone Common Stock.

  • Prior to the Closing Date, Earthstone and Oak Valley shall take all such steps as may be required (to the extent permitted under Applicable Law) to cause any acquisitions of Earthstone Common Stock resulting from the transactions contemplated by this Agreement by each individual who is subject to the reporting requirements of Section 16(a) of the Exchange Act, or will become subject to such reporting requirements with respect Earthstone, to be exempt under Rule 16b-3 promulgated under the Exchange Act.

  • The Earthstone Common Stock deliverable to Oak Valley as contemplated by this Agreement shall have been approved for listing on the NYSE MKT, subject to official notice of issuance.

  • The outstanding shares of the Earthstone Common Stock are listed for trading on the NYSE MKT.

  • For federal (and applicable state) income Tax purposes, the Parties hereto shall, and shall cause their Affiliates to, treat the Exchange as a contribution by Oak Valley of the membership interests of the Oak Valley Subsidiaries in exchange for the Earthstone Common Stock in a nontaxable transaction described in Section 351 of the Code.

  • The total purchase price is based upon the fair value of the common stock which was determined using the closing price of $12.35 per share of common stock on May 18, 2016, and the number of shares of Earthstone Common Stock issued.

Related to Earthstone Common Stock

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

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

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

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

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

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

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

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

  • Common Stock means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.

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

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

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

  • Target Common Stock means the common stock, $.0001 par value per share, of Target.

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

  • Company Common Shares means the common shares in the capital of the Company.

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

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

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

  • 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.

  • Parent Stock Plans has the meaning set forth in Section 4.5(a).

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

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

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Parent Stock Plan has the meaning set forth in Section 6.2(a).