Surviving Corporation Class B Common Stock definition

Surviving Corporation Class B Common Stock shall have the meaning ascribed to such term in the Merger Agreement.
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Surviving Corporation Class B Common Stock means, following the Domestication Merger, the Surviving Corporation’s Class B Common Stock, par value $0.00001 per share, as described in the Surviving Corporation Certificate of Incorporation.
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Surviving Corporation Class B Common Stock and together with the Surviving Corporation Class A Common Stock, “Surviving Corporation Common Stock”).
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Examples of Surviving Corporation Class B Common Stock in a sentence

  • The Purchaser understands that the Shares and the shares of Surviving Corporation Class B Common Stock (and, after the conversion following the Merger, Surviving Corporation Common Stock) have not been registered under the Securities Act and cannot be sold unless subsequently registered under the Securities Act or an exemption from such registration is available.

  • As a result of the Merger, each share of common stock, $.10 par value per share, of Lennar ("Lennar Common Stock") will be converted into one share of Surviving Corporation Common Stock and each share of Class B common stock, $.10 par value per share, of Lennar ("Lennar Class B Common Stock") will be converted into one share of the Class B common stock of the Surviving Corporation ("Surviving Corporation Class B Common Stock").

  • The Purchaser is acquiring the Shares and the shares of Surviving Corporation Class B Common Stock (and, after the conversion following the Merger, Surviving Corporation Common Stock) for its own account, for investment purposes only and not with a view to the distribution (as such term is used in Section 2(11) of the Securities Act) thereof.

  • Each stock certificate of Sub evidencing ownership of any such shares shall continue to evidence ownership of such shares of Surviving Corporation Common Stock and shares of Surviving Corporation Class B Common Stock.

  • The State agency is not required to estab- lish a formal system of background checks for vendor applicants.

  • From and after the Effective Time, the ------------------------ Surviving Corporation shall act as exchange agent in effecting the exchange of the Class A Shares for the Surviving Corporation Class B Common Stock and Class B Shares for the Surviving Corporation Class A Common Stock.

  • No gain or loss will be recognized by the stockholders of Lennar upon the receipt of shares of Surviving Corporation Common Stock or Surviving Corporation Class B Common Stock solely in exchange for their shares of Lennar Common Stock or Lennar Class B Common Stock.

  • If, after the Effective Time (a) certificates representing Class A Shares are presented to the Surviving Corporation, they shall be cancelled and exchanged for the Surviving Corporation Class B Common Stock, subject to applicable law in the case of Dissenting Shares and (b) certificates representing Class B Shares are presented to the Surviving Corporation, they shall be cancelled and exchanged for the Surviving Corporation Class A Common Stock, subject to applicable law in the case of Dissenting Shares.

  • The basis of the Lennar stockholders in the shares of Surviving Corporation Common Stock or Surviving Corporation Class B Common Stock to be received in the Merger will be the same as their basis in the shares of Lennar Common Stock or Lennar Class B Common Stock surrendered in exchange therefor.

  • The holding period of the shares of Surviving Corporation Common Stock or Surviving Corporation Class B Common Stock to be received in the Merger by stockholders of Lennar will include the period during which the shares of Lennar Common Stock or Lennar Class B Common Stock surrendered in exchange therefor were held, provided that the shares 4 Lennar Corporation 4 September __, 1997 of Lennar Common Stock or Lennar Class B Common Stock were held as capital assets at the Effective Time of the Merger.


More Definitions of Surviving Corporation Class B Common Stock

Surviving Corporation Class B Common Stock means Class B Common ------------------------------------------ Stock, $0.01 par value per share, of the Surviving Corporation.
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Surviving Corporation Class B Common Stock means the Class B common stock of the Surviving Corporation, which shall not be listed on the AMEX.
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Surviving Corporation Class B Common Stock shall have the meaning set forth in the Recitals.
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Surviving Corporation Class B Common Stock has the meaning specified in Section 1.1.
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Related to Surviving Corporation Class B Common Stock

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

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

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

  • Class B Common Shares means (x) the Company’s Class B Common shares, $0.002 par value per share, the terms of which may be designated by the board of directors of the Company in a certificate of designations and (y) any share capital into which such preferred shares shall have been changed or any share capital resulting from a reclassification of such preferred shares (other than a conversion of such preferred shares into Common Shares in accordance with the terms of such certificate of designations).

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

  • Class B Common Stock means the Class B 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.

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

  • Class A Common Shares means shares of the Class A Common Stock, par value $.01 per share, of the Company.

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

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

  • Class A Preferred Stock means the Class A Preferred Stock of the Company, par value $0.0001 per share.

  • Class B Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

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

  • Company Series A Preferred Stock means the Series A Preferred Stock, par value $0.0001 per share, of the Company.

  • Parent Preferred Stock means the preferred stock, par value $0.01 per share, of Parent.

  • Class A Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

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

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Company Series B Preferred Stock means the Series B Preferred Stock, par value $0.0001 per share, of the Company.

  • Class A Stock means the Company's Class A Common Stock, par value $0.01 per share.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

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

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

  • Voting Preferred Stock means, with regard to any matter as to which the holders of Series T are entitled to vote as specified in Section 8 of this Certificate of Designations, any and all series of Preferred Stock (other than Series T) that rank equally with Series T either as to the payment of dividends or as to the distribution of assets upon liquidation, dissolution or winding up of the Corporation and upon which like voting rights have been conferred and are exercisable with respect to such matter.