LeukoSite Stock definition

LeukoSite Stock means, at the relevant time of reference thereto, (i) LeukoSite Series A Preferred Stock or (ii) in the event that, on or prior to such time, there has been a mandatory conversion of all issued and outstanding shares of LeukoSite Series A Preferred Stock into shares of LeukoSite Common Stock in accordance with the terms of the LeukoSite Series A Preferred Stock, the LeukoSite Common Stock.
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Examples of LeukoSite Stock in a sentence

  • Notwithstanding anything in this Section 3.6(a) or in SCHEDULE A hereto to the contrary, no fractional shares of LeukoSite Stock shall be issued in connection with the Merger, but cash payments shall be made in lieu of such fractional shares pursuant to, and in accordance with, the provisions of Section 4.6 hereof.

  • After the Effective Time, stock certificates (each, a "Certificate," and collectively, the "Certificates") representing shares of Company Stock that, pursuant to the provisions of Section 3.6(a) above, entitle the holder thereof to receive therefor shares of LeukoSite Stock or other Merger Consideration pursuant to the Merger, will be conclusively deemed to represent the right to receive such shares of LeukoSite Stock or other Merger Consideration.

  • If, after the Effective Time, Certificates are presented (for transfer or otherwise) to the Surviving Corporation or its transfer agent for Company Stock, they will be canceled and exchanged for the shares of LeukoSite Stock or other Merger Consideration deliverable in respect thereof as determined in accordance with this Agreement (or returned to the presenting person, if such Certificate represents Dissenting Shares).

  • As promptly as practicable after the Effective Time, LeukoSite or its transfer agent for LeukoSite Stock will send to each Stockholder transmittal materials for use in exchanging their Certificates for certificates for the shares of LeukoSite Stock or such other Merger Consideration to which such Stockholder may be entitled as determined in accordance with the provisions of this Agreement.

  • Since that date, no shares of LeukoSite Common Stock have been issued except upon exercise of options granted under the LeukoSite Stock Plans.

  • As of December 24, 1998, (i) 11,923,670 shares of LeukoSite Common Stock were issued and outstanding, all of which were duly authorized, validly issued, fully paid and non-assessable, and (ii) options granted pursuant to the LeukoSite Stock Plans to acquire up to an aggregate of not more than 1,359,447 shares of LeukoSite Common Stock were outstanding.

  • No dividend or other distribution payable after the Effective Time with respect to LeukoSite Stock will be paid to the holder of any unsurrendered Certificate until the holder thereof surrenders such Certificate, at which time such holder will receive all dividends and distributions, without interest thereon, previously payable but withheld from such holder pursuant hereto.

  • LeukoSite may, and may instruct any transfer agent for LeukoSite Stock, to place such stop transfer orders as may be required on the transfer books of LeukoSite in order to ensure compliance with the provisions of this Section 6.7(a).

Related to LeukoSite Stock

  • Stock Reload Option means any option granted under Section 6.3, below, as a result of the payment of the exercise price of a Stock Option and/or the withholding tax related thereto in the form of Stock owned by the Holder or the withholding of Stock by the Company.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • 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.

  • Company Stock Option means any option to purchase Company Common Stock granted under any Company Stock Plan.

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

  • Company Stock Options shall have the meaning given to such term in Section 3.3(a) hereof.

  • Awarded Stock means the Common Stock subject to an Award.

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Incentive Share Option means an Option that is intended to meet the requirements of Section 422 of the Code or any successor provision thereto.

  • Reverse Stock Split means a reverse stock split of the outstanding shares of Common Stock that is effected by the Company’s filing of an amendment to its certificate of incorporation with the Secretary of State of the State of Delaware and the acceptance thereof.

  • Option Stock shall have the meaning set forth in Section 2(a) hereof.

  • Excluded Stock and Stock Equivalents means (i) any Stock or Stock Equivalents with respect to which, in the reasonable judgment of the Collateral Agent (confirmed in writing by notice to the Borrower), the cost or other consequences (including any adverse tax consequences) of pledging such Stock or Stock Equivalents in favor of the Secured Parties under the Security Documents shall be excessive in view of the benefits to be obtained by the Lenders therefrom, (ii) solely in the case of any pledge of Stock and Stock Equivalents of any Foreign Subsidiary or any Domestic Subsidiary substantially all of the assets of which consist of Stock or Stock Equivalents of Foreign Subsidiaries to secure the Obligations, any Stock or Stock Equivalents of any class of such Foreign Subsidiary or such Domestic Subsidiary in excess of 65% of the outstanding Stock or Stock Equivalents of such class (such percentage to be adjusted upon any Change in Law as may be required to avoid adverse U.S. federal income tax consequences to the Borrower or any Subsidiary), (iii) any Stock or Stock Equivalents to the extent the pledge thereof would violate any applicable Requirement of Law, (iv) in the case of (A) any Stock or Stock Equivalents of any Subsidiary to the extent such Stock or Stock Equivalents are subject to a Lien permitted by Section 10.2(h) or (B) any Stock or Stock Equivalents of any Subsidiary that is not wholly-owned by the Borrower and its Subsidiaries at the time such Subsidiary becomes a Subsidiary, any Stock or Stock Equivalents of each such Subsidiary described in clause (A) or (B) to the extent (1) that a pledge thereof to secure the Obligations is prohibited by any applicable Contractual Requirement (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable law), (2) any Contractual Requirement prohibits such a pledge without the consent of any other party; provided that this clause (2) shall not apply if (x) such other party is a Credit Party or wholly-owned Subsidiary or (y) consent has been obtained to consummate such pledge (it being understood that the foregoing shall not be deemed to obligate the Borrower or any Subsidiary to obtain any such consent) and for so long as such Contractual Requirement or replacement or renewal thereof is in effect, or (3) a pledge thereof to secure the Obligations would give any other party (other than a Credit Party or wholly-owned Subsidiary) to any contract, agreement, instrument or indenture governing such Stock or Stock Equivalents the right to terminate its obligations thereunder (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable law) and (v) any Stock or Stock Equivalents of any Subsidiary to the extent that (A) the pledge of such Stock or Stock Equivalents would result in adverse tax consequences to the Borrower or any Subsidiary as reasonably determined by the Borrower and (B) such Stock or Stock Equivalents have been identified in writing to the Collateral Agent by an Authorized Officer of the Borrower.

  • Share Appreciation Right means the right pursuant to an Award granted under Section 8 below to receive an amount equal to the excess, if any, of (i) the aggregate Fair Market Value, as of the date such Award or portion thereof is surrendered, of the Shares covered by such Award or such portion thereof, over (ii) the aggregate Exercise Price of such Award or such portion thereof.

  • Equivalent Shares means Preferred Shares and any other class or series of capital stock of the Company which is entitled to the same rights, privileges and preferences as the Preferred Shares.

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

  • Preferred Stock Equivalents shall have the meaning set forth in Section 11(b) hereof.

  • Safe Preferred Stock means the shares of the series of Preferred Stock issued to the Investor in an Equity Financing, having the identical rights, privileges, preferences and restrictions as the shares of Standard Preferred Stock, other than with respect to: (i) the per share liquidation preference and the initial conversion price for purposes of price-based anti-dilution protection, which will equal the Conversion Price; and (ii) the basis for any dividend rights, which will be based on the Conversion Price.

  • Company Stock means, collectively, the Company Common Stock and the Company Preferred Stock.

  • Parent Stock Option means any option to purchase Parent Common Stock granted under any Parent Stock Plan.

  • Co-op Shares Shares issued by private non-profit housing corporations.

  • Incentive Stock Options means Option Rights that are intended to qualify as “incentive stock options” under Section 422 of the Code or any successor provision.

  • Share Option means a Nonqualified Share Option or an Incentive Share Option.

  • Stock Option means a contractual right granted to an Eligible Person under Section 6 hereof to purchase shares of Common Stock at such time and price, and subject to such conditions, as are set forth in the Plan and the applicable Award Agreement.

  • INDEPENDENT STOCK APPRECIATION RIGHT or "INDEPENDENT RIGHT" means a right granted pursuant to subsection 8(b)(3) of the Plan.

  • Optioned Stock means the Common Stock subject to an Option.