Jreck Common definition
Examples of Jreck Common in a sentence
The Holders shall have no right to participate in the selection of the underwriters for an offering pursuant to this Section 2.7.1 and the Holders shall pay any incremental costs and fees related to the piggyback Registration of their shares of Jreck Common.
Any dividends or other distributions paid in respect to the shares of Jreck Common escrowed under Section 2.4(b) shall be paid to the Escrow Holder in accordance with the terms of the Escrow Agreement.
In the event that the Highest EBITDA is greater than zero and less than $500,000.00, and subject to reduction under Section 2.4(b) and 2.6, Escrow Holder shall deliver to Shareholder Representative for delivery to the Target Shareholders a number of shares of Jreck Common determined by dividing the Highest EBITDA by $500,000.00 and multiplying the resulting fraction by 500,000.
Conversely, if during the Contingency Period there is no one (1) consecutive 21-day period during which the average daily closing price for the publicly traded Jreck Common stock is at least $3.50 a share for each day of such 21 day period, then all 150,000 Additional Contingent Shares shall be issued to the Target Shareholders and delivered to the Shareholder Representative within 30 days of the expiration of the Contingency Period.
In the event the underwriter places a limit on the number of outstanding shares of Jreck Common to be included in the underwriting, the Holders shall participate in the underwriting on a pro rata basis with Jreck insiders and other Jreck stockholders having registration rights, but in no event may the Holders participate in any over allotment, if any, afforded to Jreck in connection with such underwriting.
Target Shareholders shall have no voting, dividend or other rights with respect to the Jreck Common Shares deposited with Escrow Holder in accordance with this Section 2.4(a) until such shares are actually released to the Shareholder Representative in accordance with the Escrow Agreement.
The Jreck Common and Jreck Preferred to be issued in the Merger to Target Shareholders shall not be registered under the Securities Act and shall be subject to all relevant resale restrictions under the Securities Act and State law.
The Jreck Common to be issued in the Reorganization to LDM shall not be registered under the Securities Act and shall be subject to all relevant resale restrictions under the Securities Act and State law.
With respect to this Section 2.3, the conversion ratio for the conversion or exchange of Target Common into Jreck Common shall be 3.2711 shares of Target Common for one (1) share of Jreck Common assuming 3,271,140 shares of Target Common outstanding immediately prior to the Merger and issuance of 1,000,000 shares of Jreck Common as adjusted by Section 8.7.3 pursuant to Section 2.3(a).
In the event the underwriter places a limit on the number of outstanding shares of Jreck Common to be included in the underwriting, the Holders shall participate in the underwriting on a pro rata basis with Jreck insiders.