Talos Common Stock definition

Talos Common Stock means the common stock, par value $0.001 per share, of Talos.
Sample 1

Examples of Talos Common Stock in a sentence

  • For instance, in Sir Walter Raleigh’s trial for treason, he sought to confront the witness against him whose testimony provided the basis for the gov- ernment’s case.

  • As of the date hereof, there are no shares of Talos Common Stock and no shares of Talos Preferred Stock held in the treasury of Talos.

  • The outstanding shares of Talos Common Stock have been duly authorized and are validly issued, fully paid and nonassessable, and were not issued in violation of the material terms of any agreement or understanding binding upon Talos at the time at which they were issued and were issued in compliance with the Talos Charter and Talos Bylaws and all applicable Laws.

  • In connection with the payment of the Pre-Closing Dividend, the Talos Board shall adjust the number of shares of Talos Common Stock underlying each outstanding Talos Stock Option and the exercise price thereof to take account of the Pre-Closing Dividend in accordance with the adjustments allowed for “corporate transactions” as set forth in Sections 422, 424 and 409A of the Code and the regulations thereunder.

  • The affirmative vote of (i) the holders of a majority of the shares of Talos Common Stock having voting power representing a majority of the outstanding Common Stock and (ii) the holders of a majority of the votes properly cast at the Talos Stockholder Meeting are the only votes of the holders of any class or series of Talos’ capital stock necessary to approve the Talos Stockholder Proposals (the “Talos Stockholder Approval”).

  • Prior to the Effective Time, Talos shall take all such steps as may be required to cause any acquisitions of Talos Common Stock and any options to purchase Talos Common Stock resulting from the Merger and the other transactions contemplated by this Agreement, 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 Talos, to be exempt under Rule 16b-3 promulgated under the Exchange Act.

  • All Company Warrants outstanding immediately prior to the Effective Time shall be exchanged for warrants to purchase Talos Common Stock in accordance with Section 5.4.

  • The parties to the Registration Rights Agreement will be restricted from the sale and/or transfer of Talos Common Stock for a period of 60 days following the Closing, subject to certain exceptions.

  • Certain Beneficial Owners of Talos Common Stock (See page 181)As of the date of this proxy statement/consent solicitation statement/prospectus, the number of outstanding shares of EnVen capital stock and the number of outstanding shares of Talos Common Stock, it is estimated that Talos stockholders will own approximately 66% and EnVen equityholders will own approximately 34% of the issued and outstanding shares of Talos Common Stock immediately following the Effective Time.

  • All Company Stock Options outstanding immediately prior to the Effective Time under the Company Stock Option Plans and all Company Stand-Alone Stock Options outstanding immediately prior to the Effective Time shall be exchanged for options to purchase Talos Common Stock in accordance with Section 5.4.

Related to Talos Common Stock

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

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

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

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

  • 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.

  • Common Stock means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.

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

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

  • 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.

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

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

  • Acquiror Common Stock means the common stock, $0.001 par value per share, of Acquiror.

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

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

  • Ordinary Shares shall have the meaning given in the Recitals hereto.

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

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

  • Fully-Diluted Common Stock means, at any time, the then outstanding Common Stock plus (without duplication) all shares of Common Stock issuable, whether at such time or upon the passage of time or the occurrence of future events, upon the exercise, conversion, or exchange of all then outstanding Common Stock Equivalents.

  • Voting Common Stock means the voting 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.

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

  • Company Common Shares means the common shares in the capital of the Company.

  • Additional Common Stock herein shall mean in the most broadest sense all shares of Common Stock hereafter issued by the Borrower (including, but not limited to Common Stock held in the treasury of the Borrower and common stock purchasable via derivative security or option on the date of such grant ), except Common Stock issued upon the conversion of any of this Convertible Note or Warrant.

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

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