MSS Stock definition

MSS Stock means all shares of MSS capital stock, $1.00 par value per share, or securities convertible or exercisable into shares of such capital stock, owned directly or indirectly by the Shareholders comprising the authorized capital of MSS, as constituted immediately prior to the Closing.
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Examples of MSS Stock in a sentence

  • The NetSelect Preferred Stock issued in the Merger will be issued solely in exchange for the MSS Stock and the consideration described in Section 2.4 hereof, and no other transaction other than the Merger represents, provides for or is intended to be an adjustment to the consideration paid for the MSS Stock.

  • To the extent that less than 100% of the MSS Stock is acquired, the number of shares of Exchange Stock issuable to those MSS Shareholders who have elected to participate in the exchange described in this Agreement (the "Exchange") shall increase proportionately.

  • In connection herewith, the parties acknowledge that payments and deliveries to the Shareholders pursuant to Section 2 of this Agreement are intended as consideration in exchange for the transfer of the MSS Stock.

  • The Shareholders shall have delivered to NetSelect MSS Certificates representing the MSS Stock together with the other deliverables specified in Section 2.1 hereof.

  • Promptly after the Effective Time of the ------------------------ Merger, NetSelect shall make available for exchange in accordance with the Merger Agreement the shares of NetSelect Preferred Stock issuable pursuant to the Merger Agreement, in exchange for the outstanding shares of MSS Stock.

  • No shares of MSS Stock are reserved for issuance under any stock purchase, stock option or other benefit plan.

  • No fractional shares of MSS Stock are (or will at Closing be) issued or outstanding.

  • Except for the consideration described in Section 2.4 hereof, no consideration that could constitute "other property" within the meaning of Section 356 of the Code is intended to be paid by NetSelect for the MSS Stock in the Merger.

  • By virtue of the Merger and at the Effective -------------------- Time, and without further action on the part of any holder of MSS Stock, all of the issued and outstanding shares of MSS capital stock shall be converted into an aggregate of 315,250 shares of fully paid and nonassessable NetSelect Preferred Stock (the shares of NetSelect Preferred Stock issued pursuant hereto shall also be referred to as the "Merger Shares") in the ratios set forth in Schedule A.