Examples of Monster Common Stock in a sentence
Monster shall be entitled to place appropriate legends on the book entries and/or certificates evidencing any shares of Monster Common Stock to be received in the Merger by equityholders of Innovate who may be considered “affiliates” of Monster for purposes of Rules 144 and 145 under the Securities Act reflecting the restrictions set forth in Rules 144 and 145 and to issue appropriate stop transfer instructions to the transfer agent for Monster Common Stock.
As of the date of this Agreement, there are outstanding Monster Warrants to purchase 4,224,664 shares of Monster Common Stock.
Prior to the Effective Time, Monster shall take all such steps as may be required to cause any acquisitions of Monster Common Stock and any options to purchase Monster Common Stock resulting from the Contemplated Transactions, by each individual who is reasonably expected to become subject to the reporting requirements of Section 16(a) of the Exchange Act with respect to Monster, to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Section 3.4(a) of the Monster Disclosure Schedule lists, as of the date of this Agreement (A) each record holder of issued and outstanding Monster Common Stock and the number of shares of Monster Common Stock held by each such record holder and (B) (1) each holder of issued and outstanding Monster Warrants, (2) the number and type of shares subject to such Monster Warrants, (3) the exercise price of each such Monster Warrant, and (4) the termination date of each such Monster Warrant.
Monster has provided a file-stamped copy of the Monster Amended and Restated Certificate of Incorporation evidencing the Reverse Split, the name change of Monster and, if requested by Innovate, increase the number of authorized shares of Monster Common Stock.
All securities issued in the Monster Financing (including, without limitation preferred stock (including perpetual, redeemable, convertible or any combination thereof), convertible debentures, any other equity-linked securities, and/or any debt securities) must be converted into Monster Common Stock at or prior to the Closing.
All of the issued and outstanding shares of Monster Common Stock have been duly authorized and validly issued, and are fully paid and nonassessable.
No party to this Agreement shall be liable to any holder of any Innovate Stock Certificate or to any other Person with respect to any shares of Monster Common Stock (or dividends or distributions with respect thereto) or for any cash amounts delivered to any public official pursuant to any applicable abandoned property law, escheat law or similar Legal Requirement.
As of the date of this Agreement, of such reserved shares of Monster Common Stock, (i) 16,834 shares have been issued pursuant to the exercise of outstanding options and no options to purchase shares have been granted and are currently outstanding, (ii)808,467 shares have been issued pursuant to restricted stock grants, and (iii) 145,049 shares of Monster Common Stock remain available for future issuance pursuant to the Monster Plan.
Monster has reserved 970,350 shares of Monster Common Stock for issuance under the Monster Plan.