Examples of GFI Common Stock in a sentence
All issued and outstanding GFI Common Stock have been, and all shares of GFI Common Stock that may be issued pursuant to GFI Stock Plans will be, when issued in accordance with the terms thereof, duly authorized, validly issued, fully paid and non-assessable and are subject to no preemptive or similar rights.
At the close of business on June 30, 2014: (i) 126,487,416 shares of GFI Common Stock were issued and outstanding, (ii) 17,033,430 shares of GFI Common Stock were held in treasury by GFI, (iii) 7,638,624 shares of GFI Common Stock were reserved for issuance pursuant to the GFI Stock Plans and (iv) no shares of GFI preferred stock are issued and outstanding.
The Exchange Agent shall invest any cash included in the Exchange Fund as directed by CME in short-term direct obligations of the U.S. or short-term obligations for which the full faith and credit of the U.S. is pledged to provide for payment of all principal and interest (or funds that invest in such obligations); provided that no gain or loss thereon shall affect the amounts payable to the holders of GFI Common Stock pursuant to this Agreement.
To the extent that amounts are so deducted or withheld and paid over to the applicable Governmental Entity or Taxing Authority, such deducted or withheld amounts shall be treated for all purposes of this Agreement as having been paid to the holder of shares of GFI Common Stock in respect of which such deduction and withholding was made.
The Special Committee has received the opinion of Xxxxxxxxx & Co., LLC or such other financial advisor of international reputation (such financial advisor, the “Special Committee Financial Advisor”), dated as of the date of this Agreement, to the effect that, as of the date of such opinion and subject to the procedures followed, and the qualifications and limitations set forth therein, the Offer Price is fair, from a financial point of view, to the holders of GFI Common Stock.
At the close of business on (i) November 10, 2014, 127,466,884 shares of GFI Common Stock were issued and outstanding, (ii) September 30, 2014, 16,929,318 shares of GFI Common Stock were held in treasury by GFI, (iii) September 30, 2014, 8,398,540 shares of GFI Common Stock were reserved for issuance pursuant to the GFI Stock Plans and (iv) November 10, 2014, no shares of GFI preferred stock are issued and outstanding.
The obligations of Purchaser to, and of Parent to cause Purchaser to, accept for payment, and pay for, any Shares of GFI Common Stock tendered pursuant to the Offer shall be subject only to the conditions set forth in Exhibit A (as they may be amended in accordance with this Agreement, the “Offer Conditions”).
In the event of a stock split, reverse stock split, stock dividend or distribution, or any change in GFI Common Stock by reason of any recapitalization, combination, reclassification, exchange of shares or similar transaction, the terms “Existing Shares” and “Covered GFI Shares” shall be deemed to refer to and include all such stock dividends and distributions and any Securities into which or for which any or all of such shares may be changed or exchanged or which are received in such transaction.
As of the date hereof, JPI is the Beneficial Owner of 46,464,240 shares of GFI Common Stock (such shares of GFI Common Stock, the “Transferred Shares”), JPI has good and valid title to the Transferred Shares, and the Transferred Shares are free and clear of all Liens of any kind.
At the close of business on (i) February 16, 2015, 127,785,552 shares of GFI Common Stock were issued and outstanding, (ii) February 16, 2015, 16,698,601 shares of GFI Common Stock were held in treasury by GFI, (iii) February 16, 2015, 8,663,978 shares of GFI Common Stock were reserved for issuance pursuant to the GFI Stock Plans and (iv) February 16, 2015, no shares of GFI preferred stock are issued and outstanding.