Examples of GT Common Stock in a sentence
The Exchange Ratio shall be appropriately adjusted to reflect fully the effect of any stock split, reverse split, stock dividend (including any dividend or distribution of securities convertible into GT Common Stock), reorganization, recapitalization or other like change with respect to GT Common Stock occurring after the date hereof and prior to the consummation of the Merger.
Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of GT Common Stock or GT Preferred Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of GT Common Stock or GT Preferred Stock.
No dividends or other distributions declared or made after the Effective Time with respect to shares of GT Common Stock or GT Preferred Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate with respect to the shares of GT Common Stock or GT Preferred Stock they are entitled to receive until the holder of such Certificate shall surrender such Certificate.
In lieu of any such fractional share, each holder of such shares who would otherwise have been entitled to a fraction of a share of GT Common Stock, upon surrender of Certificates representing shares of Company Common Stock for exchange, shall be paid upon such surrender cash (without interest) in an amount equal to such fraction multiplied by the Closing Price of GT Common Stock on the date of the Effective Time.
All outstanding shares of GT Common Stock are duly authorized, fully paid, validly issued and nonassessable and are not subject to preemptive rights of any nature.
GT shall use its best efforts to cause the shares of GT Common Stock to be issued in the Merger to be listed, upon official notice of issuance, on Nasdaq prior to the Effective Time.
GT is a corporation organized and existing under the General Corporation Law of the State of Delaware (the "DGCL") and is authorized to issue a total of 10,000,000 shares of common stock, par value $.01 per share ("GT Common Stock");.
Each outstanding option to acquire shares of GT Common Stock shall be treated in the manner set forth in Section 3.1.
On and after the Effective Time, the holders of certificates (the "Certificates"), which immediately prior to the Effective Time evidenced the Outstanding GT Common Shares, shall cease to have any right as stockholders of GT, except the right to receive the Merger Consideration for each share of GT Common Stock held by them.
At the Effective Time, Holdco shall assume any obligation of GT to deliver or make available shares of GT Common Stock under any instrument, agreement or employee benefit plan not referred to in this Article III to which GT or any of its subsidiaries is a party.