Examples of First Security Common Stock in a sentence
The stock transfer books of First Security shall be closed immediately upon the Effective Time and there shall be no further registration of transfers of shares of First Security Common Stock thereafter on the records of First Security.
First Security has received from the Financial Advisor an opinion that as of the date hereof, the Merger Consideration is fair to the holders of First Security Common Stock from a financial point of view.
First Security and the Bank have the full right, corporate power and authority to enter into, execute, deliver and perform, subject to approval of the holders of a majority of the outstanding shares of First Security Common Stock (“First Security Requisite Vote”), their obligations under this Agreement.
As a condition and inducement to AFB’s and American Bank’s willingness to enter into this Agreement, certain shareholders are entering into an agreement, concurrently with the execution of this Agreement, in the form of Annex A hereto (collectively, the “Voting Agreements”) pursuant to which such shareholders have agreed, among other things, to vote their shares of First Security Common Stock in favor of this Agreement.
On or after the Effective Time, any First Security Certificates presented to the Payment Agent, AFB or Surviving Corporation for any reason (other than Dissenting Shares, if any) shall be converted into the Merger Consideration with respect to the shares of First Security Common Stock formerly represented thereby.
The basis of the Surviving Corporation Common Stock received in the Reverse Stock Split (including fractional shares deemed received and redeemed) will be the same as the basis of the First Security Common Stock for which it is exchanged.
First Security shall solicit proxies from holders of First Security Common Stock with respect to the vote on this Agreement and the transactions contemplated hereby at the Shareholders Meeting and shall take all other action reasonably necessary to secure the First Security Requisite Vote.
Dissenting Holders who properly exercise dissenters rights pursuant to the KBCA, if any, shall not be the holders of more than seven percent (7%) of the outstanding shares of First Security Common Stock.
In the Merger, each share of First Security Common Stock will be converted into the right to receive $12.00 in cash (subject to reduction as provided in the Merger Agreement) and 0.7982 shares of German American Common Stock (plus cash in lieu of fractional shares).
The shareholders of the Company have no pre-emptive rights to acquire additional shares of First Security Common Stock in respect of the Shares.