RCG Common Stock definition

RCG Common Stock means the $0.01 par value common stock of RCG.
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Examples of RCG Common Stock in a sentence

  • All issued and outstanding shares of RCG Common Stock have been duly and validly issued, are fully paid and non-assessable.

  • For purposes of this Article 9, the shares of RCG Common Stock shall be valued at the average of closing price of RCG's common stock for the ten (10) trading days prior to the distribution of the shares from the escrow or issuance by RCG with respect to the Loss.

  • For purposes of this Section 9.7, "Escrow Shares" as to RCG and Farequest shall be such number of shares of RCG Common Stock as shall equal 10% of the number of shares of RCG Common Stock to be received by the Farequest stockholders at Closing.

  • All RCG Common Stock to be issued in connection with the Transactions will be duly and validly issued, fully paid and nonassessable, and, based on the representations of the Sellers herein and in documents delivered pursuant hereto, will be issued pursuant to a valid exemption from registration under the 1933 Act and all applicable state securities laws.

  • To the extent permitted by Law, former shareholders of record of the Members shall be entitled to vote after the Effective Time at any meeting of RCG shareholders the number of whole shares of RCG Common Stock into which their respective shares of Member Common Stock are converted.

  • RCG shall not be required to amend or maintain the effectiveness of the Registration Statement for the purpose of permitting resale of the shares of RCG Common Stock received pursuant hereto by the Persons who may be deemed to be "Affiliates" of Farequest.

  • Such options shall (i) to the extent possible be granted under RCG's 1996 Stock Option Plan, (ii) be non-qualified stock options for tax purposes, (iii) be allocated among the employees or consultants of the Companies in a manner mutually agreed with RCG prior to the Closing, (iv) vest over a five-year period, and (v) have exercise prices equal to the closing price of the RCG Common Stock on the Nasdaq National Market on the Closing Date.

  • However, upon surrender of such certificate, the certificate for RCG Common Stock (together with all such undelivered dividends or other distributions without interest) shall be delivered and paid with respect to each share represented by such certificate.

  • Notwithstanding the foregoing, however, such indemnification obligations shall in all events be limited solely to the extent of shares of RCG Common Stock as set forth in Section 9.7 below.

  • RCG shall use its reasonable best efforts to obtain, prior to the effective date of the Registration Statement, any and all necessary state securities law or "Blue Sky" permits or approvals in connection with the issuance of RCG Common Stock in the Merger.

Related to RCG Common Stock

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • Voting Common Stock means the voting common stock, par value $0.01 per share, of the Company.

  • New Common Stock means shares of Common Stock and/or securities convertible into, and/or other rights exercisable for, Common Stock, which are offered or sold in a New Transaction.

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

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

  • Series B Common Stock means the Series B Common Stock, par value $0.01 per share, of the Company.

  • Common Stock means the common stock of the Company.

  • Holdings Common Stock means the common stock, par value $0.01 per share, of Holdings.

  • Ordinary Shares means the ordinary shares, par value $0.0001 per share, of the Company.

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

  • Parent Common Stock means the common stock, par value $0.01 per share, of Parent.

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of the Company.

  • Fully-Diluted Common Stock means the aggregate of all outstanding Common Stock as of the date hereof, plus all shares of Common Stock issuable upon the exercise or conversion of securities exercisable for, or convertible into, shares of Common Stock of the Company which securities are outstanding or issuable as of the date hereof.

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

  • Class A Common Stock means the Class A common stock, par value $0.01 per share, of the Company.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Underlying Common Stock means the Common Stock into which the Notes are convertible or issued upon any such conversion.

  • Company Common Stock means the common stock, par value $0.01 per share, of the Company.

  • Non-Voting Common Stock means the non-voting common stock, par value $0.01 per share, of the Company.

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

  • Parent Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of Parent.

  • Target Common Stock means the common stock, $.0001 par value per share, of Target.

  • Class C Common Stock means the Class C Common Stock, par value $0.01 per share, of the Company.