Other Outstanding Securities Sample Clauses

Other Outstanding Securities. Except as described in the Registration Statement, the General Disclosure Package and the Prospectus, (A) there are no outstanding rights (contractual or statutory), warrants or options to acquire from the Company, or instruments convertible into or exchangeable for, or agreements or understandings with respect to the sale or issuance by the Company of, any shares of capital stock or other equity interests of the Company, and (B) there are no contracts, agreements or understandings between the Company and any person granting such person the right to require the Company to file a registration statement under the 1933 Act or otherwise register for resale any securities of the Company owned or to be owned by such person.
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Other Outstanding Securities. Except as disclosed in the Reports, there are no other material outstanding debt or equity securities presently convertible into Common Stock.
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Other Outstanding Securities. Except as disclosed in the Reports and excluding outstanding options to employees and directors, and except for the securities issuable under this Agreement and the Other Agreement, there are no other outstanding debt or equity securities of the Company presently convertible into or exercisable for shares of Common Stock.
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Other Outstanding Securities. As part of the Financing, each Convertible Secured Promissory Note issued by Celator and outstanding at the time of the Exchange will be converted into Redpoint Preferred Stock in accordance with the formula stated therein. APPENDIX B (continued)
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Other Outstanding Securities. Except as disclosed in the Reports and excluding outstanding options to employees and directors, there are no other outstanding debt or equity securities presently convertible into shares of Common Stock. Except as disclosed in the Reports, the Company has no outstanding restricted shares of Common Stock, or shares of Common Stock sold under Regulation D or Regulation S under the Securities Act of 1933, as amended or outstanding, under any other exemption from registration, which are available for sale as unrestricted free trading stock.
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Other Outstanding Securities. Except for (i) the Shares sold to Purchasers pursuant to this Agreement, (ii) the Common Stock referenced in Section 3.2 above, and except as otherwise fully disclosed in the SEC Reports or as set forth in Schedule 3.16, there are no other outstanding debt or equity securities presently convertible into shares of Common Stock. Except for as set forth in Schedule 3.16, the Company has no additional outstanding restricted shares of Common Stock, or shares of Common Stock sold under Regulation S or Regulation D under the Securities Act of 1933, as amended (the "Securities Act") or outstanding under any other exemption from registration, which are available for sale as unrestricted ("free trading") stock.
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Other Outstanding Securities. Other than the E-Trustco ---------------------------- Common Stock, there are no other outstanding securities, debt or equity presently convertible into E-Trustco common stock.
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Other Outstanding Securities. Other than the EMC Common ---------------------------- Stock there are no other outstanding securities, debt or equity presently convertible into EMC common stock.
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Other Outstanding Securities. As of the date hereof only, other than warrants and options to acquire shares of Common Stock as disclosed in the SEC Documents, there are no other warrants and options registered with the SEC, which are available for sale as unrestricted ("FREE TRADING") stock.
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Related to Other Outstanding Securities

  • Outstanding Stock All issued and outstanding shares of capital stock and equity interests in the Company have been duly authorized and validly issued and are fully paid and non-assessable.

  • Outstanding Securities All issued and outstanding securities of the Company issued prior to the transactions contemplated by this Agreement have been duly authorized and validly issued and are fully paid and non-assessable; the holders thereof have no rights of rescission with respect thereto, and are not subject to personal liability by reason of being such holders; and none of such securities was issued in violation of the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The authorized and outstanding securities of the Company conform in all material respects to all statements relating thereto contained in the Registration Statement, the Sale Preliminary Prospectus and the Prospectus. All offers and sales and any transfers of the outstanding securities of the Company were at all relevant times either registered under the Act and the applicable state securities or Blue Sky laws or, based in part on the representations and warranties of the purchasers of such securities, exempt from such registration requirements.

  • Outstanding Shares On the Closing Date, Pubco will have not more than 95,366,525 common shares issued and outstanding in the capital of Pubco after giving effect to the cancellation and issuance of the Pubco Shares contemplated in this Agreement, and to the private placement agreement referenced in below article 6.13.

  • Holding Securities The Custodian shall identify on its books as belonging to the Portfolios the foreign securities held by each Foreign Sub-Custodian or Foreign Securities System. The Custodian may hold foreign securities for all of its customers, including the Portfolios, with any Foreign Sub-Custodian in an account that is identified as belonging to the Custodian for the benefit of its customers, provided however, that (i) the records of the Custodian with respect to foreign securities of the Portfolios which are maintained in such account shall identify those securities as belonging to the Portfolios and (ii), to the extent permitted and customary in the market in which the account is maintained, the Custodian shall require that securities so held by the Foreign Sub-Custodian be held separately from any assets of such Foreign Sub-Custodian or of other customers of such Foreign Sub-Custodian.

  • Outstanding Security Holders Section 3.3(d) of the Disclosure Schedule sets forth a complete list of all outstanding shareholders, option holders and other security holders of the Company as of the date hereof.

  • Ownership of Outstanding Shares Without the prior approval of ExchangeCo and the prior approval of the holders of the Exchangeable Shares given in accordance with Section 10.2 of the Share Provisions, Parent covenants and agrees in favour of ExchangeCo that, as long as any outstanding Exchangeable Shares are owned by any person or entity other than Parent or any of its Affiliates, Parent will be and remain the direct or indirect beneficial owner of all issued and outstanding voting shares in the capital of ExchangeCo.

  • Outstanding Warrants The Warrants outstanding at any time are all Warrants evidenced on all Warrant Certificates authenticated by the Warrant Agent except for those canceled by it and those delivered to it for cancellation. A Warrant ceases to be outstanding if the Company or an Affiliate of the Company holds the Warrant. If a Warrant Certificate is replaced pursuant to Section 2.06, the Warrants evidenced thereby cease to be outstanding unless the Warrant Agent and the Company receive proof satisfactory to them that the replaced Warrant Certificate is held by a bona fide purchaser.

  • Outstanding Debt Neither the Company nor any Subsidiary has any Debt outstanding except as permitted by paragraph 6B(2). There exists no payment default or other default in any material respect under the provisions of any instrument evidencing such Debt or of any agreement relating thereto.

  • Authorized and Outstanding Stock (a) The authorized capital stock of the Company consists of 500,000,000 shares of common stock of the Company, par value $0.0001 per share (“Common Stock”) and 7,000,000 shares of preferred stock, par value $0.0001 per share (“Preferred Stock”). Of such Preferred Stock, 4,000,000 shares are designated as Series A Preferred Stock and upon the filing of the Certificate of Designation with the Secretary of State of the State of Delaware, 800,000 shares will be designated as the Series B Preferred Stock.

  • Outstanding Common Stock The number of shares of Common Stock at any time outstanding shall (A) not include any shares thereof then directly or indirectly owned or held by or for the account of the Issuer or any of its Subsidiaries, and (B) be deemed to include all shares of Common Stock then issuable upon conversion, exercise or exchange of any then outstanding Common Stock Equivalents or any other evidences of Indebtedness, shares of Capital Stock or other Securities which are or may be at any time convertible into or exchangeable for shares of Common Stock or Other Common Stock.

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