Capitalization of Purchaser. The entire authorized capital stock of Purchaser consists of 75,000,00 shares of common stock having a par value of $0.001 per share, of which 6,549,900 shares are issued and outstanding. All issued and outstanding shares of Purchaser Common Stock have been duly authorized, are validly issued, fully paid and nonassessable. There are no outstanding or authorized options, warrants, rights, contracts, calls, puts, rights to subscribe, conversion rights or other agreements or commitments to which Purchaser is a party or which are binding upon Purchaser providing for the issuance, disposition or acquisition of any of its capital stock, nor any outstanding or authorized stock appreciation, phantom stock or similar rights with respect to Purchaser.
Capitalization of Purchaser. Purchaser is a Subsidiary of Parent.
Capitalization of Purchaser. The authorized capital stock of --------------------------- Purchaser consists of 1,000 shares common stock, par value $0.01 (the "Purchaser --------- Common Stock"). As of the date hereof, 1,000 shares of Purchaser Common Stock ------------ are outstanding, all of which (i) were validly issued, and are fully paid and nonassessable and (ii) are owned, directly or indirectly, by Parent.
Capitalization of Purchaser. As of the date of this Agreement, the authorized capital stock of Purchaser consists of 20,000,000 shares of Common Stock, $0.001 par value per share, (referred to herein as "Purchaser Stock") and 1,000,000 shares of Preferred Stock, $0.001 par value per share ("Preferred Stock"). As of the date of this Agreement, no shares of Preferred Stock are issued and outstanding, and 10,087,373 shares of Purchaser Stock are issued and outstanding, all of which have been validly issued and are fully paid and nonassessable. As of the date of this Agreement, no shares of Purchaser Stock are held in the treasury of Purchaser or by its subsidiaries. 276,917 shares of Purchaser Stock have been reserved for issuance upon exercise of outstanding options awarded under Purchaser's 1986 Stock Option Plan (the "1986 Plan"; 415,000 shares of Purchaser Stock have been reserved for issuance upon exercise of outstanding options awarded under Purchaser's 1988 Stock Option Plan (the "1988 Plan") and 282,500 shares of Purchaser Stock have been reserved for issuance upon exercise of options awarded under Purchaser's 1996 Stock Option Plan the "1996 Plan"). In addition, 361,250 shares of Purchaser Stock have been reserved for issuance upon exercise of warrants granted by Purchaser to underwriters and others (the "Warrants"). Except for options granted under the 1986, 1988 and 1996 Plans and the Warrants, as of the date of this Agreement, there are no options, warrants, rights, subscriptions, claims of any character, agreements, obligations, convertible or exchangeable securities, or other commitments, contingent or otherwise, relating to Purchaser Stock pursuant to which Purchaser is or may become obligated to issue shares of Purchaser Stock. All of the shares of Purchaser Stock have the same voting and other rights.
Capitalization of Purchaser. Purchaser is a Subsidiary of BGCP.
Capitalization of Purchaser. The authorized capital stock of Purchaser consists of 200,000,000 shares of Purchaser Stock and 5,000,000 shares of preferred stock, par value $.01 per share, of Purchaser. As of November 30, 2001, 63,802,563 shares of Purchaser Stock were issued and outstanding. All of such issued and outstanding shares of Purchaser Stock are validly issued, fully paid and non-assessable and free of preemptive rights. As of the date hereof, 2,767,529 shares of Purchaser Stock were reserved for issuance upon exercise of outstanding options, warrants, calls, claims, rights (including without limitation any stock appreciation or similar rights), convertible securities or other agreements or commitments to purchase or otherwise acquire shares of Purchaser's capital stock. Except as set forth above and as otherwise contemplated by this Agreement, there are not now, and as of the Closing Date there will not be, any shares of capital stock of Purchaser issued or outstanding or any subscriptions, options, warrants, calls, claims, rights (including without limitation any stock appreciation or similar rights), convertible securities or other agreements or commitments of any character obligating Purchaser to issue, transfer or sell any of its securities. Except as disclosed in Schedule 4.2(g) hereto, none of Purchaser and its subsidiaries is party to any Contract or other obligation relating to or providing for registration rights with respect to its capital stock.
Capitalization of Purchaser. As of the date hereof, the authorized capital stock of Purchaser consists of 20,000,000 shares of Common Stock, par value $.01 per share, of which shares are issued and outstanding, and 6,000,000 of Preferred Stock, par value $.01 per share, of which shares are issued and outstanding.
Capitalization of Purchaser. The entire authorized capital stock of Purchaser consists of 100,000,000 shares of Purchaser Common Stock having a par value of $0.00001 per share and 100,000,000 shares of preferred stock having a par value of $0.00001 per share, of which 6,600,000 Purchaser Common Stock shares are issued and outstanding. All issued and outstanding shares of Purchaser Common Stock have been duly authorized, are validly issued, fully paid and nonassessable. There are no outstanding or authorized options, warrants, rights, contracts, calls, puts, rights to subscribe, conversion rights or other agreements or commitments to which Purchaser is a party or which are binding upon Purchaser providing for the issuance, disposition or acquisition of any of its capital stock, nor any outstanding or authorized stock appreciation, phantom stock or similar rights with respect to Purchaser.
Capitalization of Purchaser. (a) The authorized capital stock of Purchaser consists of (i) 1,000,000,000 shares of Purchaser common stock, par value $0.01 per share and (ii) 5,000,000 shares of preference stock, par value $0.01 per share, of which 100,000 shares have been designated Series A Junior Participating Preferred Stock, par value $0.01 per share, and which were reserved for issuance upon exercise of Rights issued pursuant to the Rights Agreement. As of March 31, 2009, there were outstanding 247,818,391 shares of Purchaser common stock (each together with a Right), 186,013 shares of Purchaser restricted stock with voting rights, employee stock options and stock-settled stock appreciation rights to purchase an aggregate of 9,380,001 shares of Purchaser common stock (of which options and stock-settled stock appreciation rights to purchase an aggregate of 5,125,830 shares of Purchaser common stock were exercisable), restricted stock units to purchase an aggregate of 155,140 shares of Purchaser common stock (of which none were vested), performance shares representing upon issuance 282,247 shares of Purchaser common stock (if vested at target) and there were no shares of preferred stock outstanding. All outstanding shares of capital stock of Purchaser have been, and all shares that may be issued after the date of this Agreement and prior to the Closing will be, when issued in accordance with the respective terms thereof, duly authorized and validly issued and are fully paid and nonassessable.
Capitalization of Purchaser. All of the issued and outstanding partnership interests of Purchaser are, and at the Closing Date will be, owned by Parent or a direct or indirect wholly-owned Subsidiary of Parent. All of the partnership interests of Purchaser have been duly authorized and validly issued in accordance with the Amended and Restated Limited Partnership Agreement of Purchaser, dated as of October 31, 2016 (the “Purchaser LP Agreement”), and, except as set forth in the Purchaser LP Agreement, are fully paid (to the extent required under the Purchaser LP Agreement) and nonassessable (except as such nonassessability may be affected by Section 17-303, 17-607 and 17-804 of the Delaware Revised Uniform Limited Partnership Act, as amended, and the Purchaser LP Agreement).
