Outstanding Capital Stock definition

Outstanding Capital Stock means each share of Company Preferred Stock and Company Common Stock issued and outstanding immediately prior to the Effective Time.
Outstanding Capital Stock shall have the meaning set forth in Section 2(b)(i) of this Agreement.
Outstanding Capital Stock means, collectively, the Outstanding Preferred Stock and the Outstanding Common Stock.

Examples of Outstanding Capital Stock in a sentence

  • If, after the Effective Time, certificates for shares of Outstanding Capital Stock (“Company Stock Certificates”) are presented to the Surviving Corporation, they shall be canceled and exchanged for the Merger Consideration, if any, payable with respect to such shares as provided for in Section 1.5. No interest shall accrue or be paid on any Merger Consideration payable upon the surrender of a Company Stock Certificate.

  • No Outstanding Capital Stock or Reserved Shares have been or will be issued in violation of any rights, agreements, commitments or arrangements under applicable Law, the Certificate of Incorporation or By-Laws or any contract to which the Company is a party or by which it is bound.

  • The Outstanding Capital Stock and the Reserved Shares are not or will not be subject to any preemptive or similar rights of any securityholder of the Company, except the preemptive rights granted under the Investment Agreement dated December 22, 2011.

  • Notwithstanding the foregoing, in the event that the Principal Additional Investor owns less than fifteen percent (15%) of the Shares of Then Outstanding Capital Stock immediately following the consummation of the transactions contemplated by the EPCA, such Investor Nominee shall be designated by DBSI, subject to the proviso set forth in Section 3.2(a) above.

  • The aggregate of the investment amounts is contemplated to be equal to or less than 4.5% of the Company's Post-Money Outstanding Capital Stock, allocated as follows: Nokia--the lesser of 1 1/2% of the Post-Money Outstanding Capital Stock or $80 million; America Online, Inc.--the lesser of 1 1/2% of the Post-Money Outstanding Capital Stock or $80 million; Motorola, Inc.--the lesser of 1 1/2% of the Post-Money Outstanding Capital Stock or $65 million.


More Definitions of Outstanding Capital Stock

Outstanding Capital Stock means, at any time, the issued and outstanding shares of capital stock of the Company on a fully diluted basis (i.e. all issued equity shares of the Company and all those equity shares of the Company which are issuable upon the exercise of options, puts, convertible debentures, warrants or other securities exercisable or exchangeable in respect of or for the Company's equity shares).
Outstanding Capital Stock has the meaning set forth in 2.1(b)(i) hereof.
Outstanding Capital Stock has the meaning assigned to such term in Section 1.5(a)(xii) of the Agreement.
Outstanding Capital Stock means all of the Company's outstanding capital stock on a fully diluted basis as of the end of a Put Year. In order to exercise the Put Option, the Executive must deliver the Put Notice to the Company within thirty (30) days of receipt by the Company of audited financial statements for such Put Year. The closing of the purchase of the Put Shares shall occur at 10:00 a.m. at the Company on the thirtieth day after receipt by the Company of the Put Notice (or at such date, time and place as the parties may otherwise agree). At the Closing, the Executive shall deliver to the Company certificates representing the shares to be purchased, together with stock powers endorsed in blank free and clear of all liens and encumbrances. The Company shall deliver the Put Share Price using a certified or official bank check payable to the Executive.
Outstanding Capital Stock has the meaning set forth in the definition ofChange of Control Transaction”.
Outstanding Capital Stock means the Preferred Stock, the Class A Common, the Class B Common, the Class C Common and the Company Warrants.
Outstanding Capital Stock means the issued and outstanding Common Stock of the Company (assuming the conversion and exercise of all outstanding options, warrants and convertible securities of the Company and as adjusted for any stock splits, subdivisions, combinations, stock dividends or other recapitalization of the Common Stock) as of (i) January 1 in each calendar year commencing with the year 2000 and (ii) the date of the closing of the Company's initial public offering for the year 1999.