Vistana Common Stock definition

Vistana Common Stock has the meaning specified in the Separation Agreement.
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Vistana Common Stock means the Common Stock, par value $0.01 per share, of Vistana.
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Examples of Vistana Common Stock in a sentence

  • ILG or the Agent shall be entitled to deduct and withhold from the consideration otherwise payable pursuant to this Agreement to any holder of Vistana Common Stock such amounts as are required to be deducted and withheld with respect to the making of such payment under the Code, or under any provision of state, local or foreign Tax Law.

  • All of the issued and outstanding shares of Vistana Common Stock are owned by Starwood and have been duly authorized and validly issued, are fully paid and nonassessable and have not been issued in violation of any preemptive or similar rights.

  • At the Effective Time, all issued and outstanding shares of Vistana Common Stock shall be converted into the right to receive shares of ILG Common Stock pursuant to, and in accordance with, the terms of this Agreement.

  • Neither Starwood, the Surviving Corporation, ILG, Merger Sub, the Agent nor any other Person shall be liable to any holder of Vistana Common Stock or any holder of shares of Starwood Common Stock for shares of ILG Common Stock (or dividends or distributions with respect thereto or with respect to Vistana Common Stock) or cash properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

  • If Starwood consummates the Exchange Offer and Starwood’s shareholders subscribe for less than all of the Vistana Common Stock in the Exchange Offer, Starwood shall distribute, pro rata to its shareholders, any unsubscribed Vistana Common Stock on the Distribution Date immediately following the consummation of the Exchange Offer so that Starwood will be treated for U.S. federal income Tax purposes as having distributed all of the Vistana Common Stock to its shareholders.

  • For the avoidance of doubt, holders of unvested restricted shares granted under the Starwood Stock Plans will not receive any shares of Vistana Common Stock with respect to such Starwood unvested restricted shares.

  • There will be no new or changed data retention arrangements that may be unclear or extensive.

  • Immediately prior to the Effective Time, there will be outstanding a number of shares of Vistana Common Stock determined in accordance with Section 7.14.

  • Immediately after the time of the Distribution and prior to the Effective Time, the shares of Vistana Common Stock shall not be transferable and the transfer agent for the Vistana Common Stock shall not transfer any shares of Vistana Common Stock.

  • Immediately thereafter, the Agent shall distribute the shares of ILG Common Stock into which the shares of Vistana Common Stock that were distributed in the Distribution have been converted pursuant to the Merger, which shares shall be distributed on the same basis as the shares of Vistana Common Stock were distributed in the Distribution and to the Persons who received Vistana Common Stock in the Distribution.

Related to Vistana Common Stock

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

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

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

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

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

  • 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.

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

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

  • 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 the common shares in the capital of Amalco;

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

  • Class B Common Stock means the Class B 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.

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

  • 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.

  • 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.

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

  • Company Common Stock means the 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.

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

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

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

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

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