Examples of MBFI Common Stock in a sentence
Under this analysis, the determination of whether a cash payment satisfies any of the foregoing tests would be made by comparing (i) the stockholder’s actual and constructive stock interest in MBFI before the deemed MBFI redemption (determined as if such stockholder had received solely MBFI Common Stock in the Merger), with (ii) such stockholder’s actual and constructive stock interest in MBFI after the deemed MBFI redemption.
Each stockholder of FOBB who receives cash in lieu of a fractional share of MBFI Common Stock will be treated as if the fractional share had been received in the Merger and then redeemed by MBFI.
These two tests will be applied as if all FOBB Common Stock exchanged for cash in the Merger had instead been exchanged in the Merger solely for shares of MBFI Common Stock, and such shares of MBFI Common Stock were then redeemed by MBFI in return for the cash payments.
Accordingly, the determination of whethera cash payment to an FOBB stockholder satisfies either of the foregoing tests will be made by comparing (i) such stockholder’s actual and constructive stock interest in MBFI before the deemed MBFI redemption (determined as if such stockholder had received solely MBFI Common Stock in the Merger), with (ii) such stockholder’s actual and constructive stock interest in MBFI after the deemed MBFI redemption.
Clark, supra, as if the FOBB Common Stock exchanged for cash in the Merger had instead been exchanged in the Merger solely for shares of MBFI Common Stock followed immediately by a redemption of such shares by MBFI for the cash payment.
MBFI agrees to use its best efforts to list, prior to the Effective Date, on the Nasdaq, subject to official notice of issuance, the shares of MBFI Common Stock to be issued in the Merger.
As of March 31, 2006, the authorized capital stock of MBFI consisted of (a) 40,000,000 shares of MBFI Common Stock, of which 28,913,152 shares were issued and outstanding, and 825,636 shares were held in treasury, and (b) 1,000,000 shares of preferred stock, $0.01 par value per share, of which none were issued and outstanding.
MBFI shall reserve for issuance such number of shares of MBFI Common Stock as is necessary to satisfy its obligations under this Agreement.
Upon the conversion of the DSUs or RSUs of a holder to MBFI Common Stock, cash shall be paid in lieu of any fractional share interest of such holder.
The issued and outstanding shares of MBFI Common Stock have been duly authorized and are validly issued and outstanding, fully paid and nonassessable, and subject to no preemptive rights (and were not issued in violation of any preemptive rights).