Target Preferred Shares definition
Examples of Target Preferred Shares in a sentence
All of the issued and outstanding Target Shares and Target Preferred Shares have been duly authorized and are validly issued, fully paid, and nonassessable, free and clear of all Encumbrances.
All of the outstanding Target Common Shares and Target Preferred Shares are validly issued, fully paid and nonassessable, and free of preemptive rights.
The entire authorized capital stock of the Target consists of 80,575,000 shares, of which 60,000,000 are designated as Target Shares, and 20,575,000 are designated as Target Preferred Shares, of which 56,149,786 Target Shares are issued and outstanding and no Target Shares are held in treasury, and no other equity shares or ownership (including preferred stock) of Target is presently issued or outstanding.
The authorized capital stock of Target consists of 10,000,000 Target Common Shares, and 1,000,000 preferred shares, without par value ("Target Preferred Shares"), of which there were issued and outstanding as of the close of business on May 20, 1999, 4,534,344 Target Common Shares (excluding treasury shares) and no Target Preferred Shares.
As of the execution and delivery hereof, (i) 15,004,771 Target Common Shares are issued and outstanding and 8,500 Target Common Shares are held in treasury and (ii) no Target Preferred Shares are issued and outstanding or held in treasury.
There are no outstanding or authorized stock appreciation, phantom stock, profit participation, or similar rights with respect to Target, or Target Shares or Target Preferred Shares.
Except for Target Preferred Shares, which are expected to be converted to Target Shares, Target has no obligation (contingent or otherwise) to purchase, redeem or otherwise acquire any of the shares of its own common stock or any interest therein or to pay any dividend or make any distribution in respect thereof.
From and after the Effective Time, all of the Target Preferred Shares referred to in Section 2.1(d) shall no longer be outstanding and shall automatically be canceled and shall cease to exist, and each holder of a certificate theretofore representing any such Target Preferred Shares shall thereafter cease to have any rights with respect thereto.
The affirmative vote of stockholders of Target required for approval and adoption of this Agreement, the Merger and the transactions contemplated thereby is a majority of the outstanding Target Shares and Target Preferred Shares voting as a single class.
All of the issued and outstanding Target Shares and Target Preferred Shares have been duly authorized and are validly issued, fully paid, and nonassessable and are held of record by Target Stockholders.