Outstanding Parent Common Stock Clause Samples

The 'Outstanding Parent Common Stock' clause defines what constitutes the currently issued and outstanding shares of common stock of the parent company. It typically specifies the number of shares that are validly issued, fully paid, and non-assessable, and may clarify whether certain shares, such as those held in treasury or subject to options, are included or excluded. This clause is essential for accurately determining ownership percentages, voting rights, and the basis for calculating consideration in transactions, thereby ensuring clarity and preventing disputes over share counts.
Outstanding Parent Common Stock. Each share of Parent Common Stock issued and outstanding immediately prior to the Effective Time shall remain issued and outstanding and unaffected by the Merger.
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Outstanding Parent Common Stock. At the Effective time, all shares of Parent Common Stock issued and outstanding, other than the shares to be issued to holders of HPL Common Stock pursuant to Section 2.1, shall be redeemed by Parent at their initial issuance price and cancelled.
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Outstanding Parent Common Stock. Each share of Parent Common Stock issued and outstanding immediately prior to the Effective Time shall continue to be issued and outstanding as an identical share of Parent Common Stock, except that shares of Parent Common Stock owned by the Company (other than shares held in trust, managed, custodial or nominee accounts and the like that in any such case are beneficially owned by third parties and shares acquired in respect of debts previously contracted) shall become treasury stock of Parent.
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Related to Outstanding Parent Common Stock

  • 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 Equity Awards Executive’s outstanding equity awards shall remain outstanding following the Effective Date in accordance with their terms, provided, that to the extent any term of this Agreement is more favorable to Executive, including in respect to accelerated vesting, the more favorable terms of this Agreement shall control.