Preemptive or Other Rights Clause Samples

The Preemptive or Other Rights clause grants existing shareholders the first opportunity to purchase additional shares or securities before the company offers them to outside parties. In practice, this means that if the company issues new shares, current shareholders can buy a proportional amount to maintain their ownership percentage, often within a specified timeframe and under set conditions. This clause primarily serves to protect shareholders from dilution of their ownership and voting power, ensuring they retain influence and value in the company as it grows or raises new capital.
Preemptive or Other Rights. The holders of common stock do not have preemptive or other subscription rights and there will be no sinking fund or redemption provisions applicable to common stock.
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Preemptive or Other Rights. Our stockholders have no preemptive or other subscription rights and there is no sinking fund or redemption provisions applicable to common stock.
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Preemptive or Other Rights. See Schedule 2.3(A), which is incorporated herein by reference
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Preemptive or Other Rights. Stockholders have no preemptive or other subscription rights and there are no sinking fund or redemption provisions applicable to Class A common stock and Class B common stock. Our Board will remain divided into three classes, Class I, Class II and Class III, with only one class of directors being elected in each year and each class serving a three-year term. There will be no cumulative voting with respect to the election of directors. Under our Certificate of Incorporation, shares of preferred stock may be issued from time to time in one or more series. The Board is authorized to fix the voting rights, if any, designations, powers and preferences, the relative, participating, optional or other special rights, and any qualifications, limitations and restrictions thereof, applicable to the shares of each series of preferred stock. The Board is able to, without stockholder approval, issue preferred stock with voting and other rights that could adversely affect the voting power and other rights of the holders of the Common Stock and could have anti-takeover effects. The ability of the Board to issue preferred stock without stockholder approval could have the effect of delaying, deferring or preventing a change of control or the removal of existing management. We have no present plans to issue any shares of preferred stock.
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Preemptive or Other Rights. ABARTA, Inc. 2. ABARTA Partners I 3. Delbarta, Inc.
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Preemptive or Other Rights. Except as set forth on SCHEDULE 4.7 hereto, as of the Closing and after giving effect to the transactions contemplated hereby, other than rights set forth herein or in the Transaction Documents, there are (i) no preemptive rights, rights of first refusal, put or call rights or obligations or anti-dilution rights with respect to the issuance, sale or redemption of the New Notes, and (ii) no rights to have the New Notes registered for sale to the public in connection with the laws of any jurisdiction.
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Preemptive or Other Rights. Options to purchase 1,379,730 shares of Common Stock are issued and outstanding.
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Preemptive or Other Rights. Except as set forth on SCHEDULE 3.7 hereto, as of the Closing Date and after giving effect to the transactions contemplated hereby, other than rights set forth herein or in the Transaction Documents, there are (i) no preemptive rights, rights of first refusal, put or call rights or obligations or anti-dilution rights with respect to any shares of the Company's Capital Stock that are triggered by the issuance, sale, or redemption or conversion of the Series D Preferred Stock, the Series E Warrant, the Series E Preferred Stock, the Units, the New Notes or the Common Stock issued or to be issued under the Management Incentive Plan, (ii) no rights to have the Company's Capital Stock registered for sale to the public in connection with the laws of any jurisdiction and (iii) no documents, instruments or agreements relating to the voting of the Company's Capital Stock or restrictions on the transfer of the Company's Capital Stock, except as contemplated by the Stockholders Agreement and the Management Incentive Plan. The shares of Series D Preferred Stock, the shares of Series E Preferred Stock issued upon exercise of the Series E Warrant and the shares of Common Stock to be issued upon conversion of the shares of Series D Preferred Stock and the Series E Preferred Stock will when delivered to the Purchaser, be duly authorized, validly issued, fully-paid and non-assessable and free and clear of all encumbrances.
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Related to Preemptive or Other Rights

  • Options or Other Rights There is no outstanding right, subscription, warrant, call, unsatisfied preemptive right, option or other agreement of any kind to purchase or otherwise to receive from the Company or any Seller any of the outstanding, authorized but unissued, unauthorized or treasury shares of the capital stock or any other security of the Company, and there is no outstanding security of any kind convertible into such capital stock.

  • Issuance of Warrants or Other Rights If at any time the Issuer shall take a record of the holders of its Common Stock for the purpose of entitling them to receive a distribution of, or shall in any manner (whether directly or by assumption in a merger in which the Issuer is the surviving corporation) issue or sell, any Common Stock Equivalents (or issue any warrant or other rights therefor), whether or not the rights to exchange or convert thereunder are immediately exercisable, and the price per share for which Common Stock is issuable upon the exercise of such Common Stock Equivalents (or any warrant or other rights therefor) shall be less than the Warrant Price in effect immediately prior to the time of such issue or sale, then the number of shares for which this Warrant is exercisable and the Warrant Price then in effect shall be adjusted as provided in Section 4(d) on the basis that the maximum number of Additional Shares of Common Stock issuable pursuant to all such Common Stock Equivalents (or upon the issuance of any warrant or other rights therefor) shall be deemed to have been issued and outstanding and the Issuer shall have received all of the consideration payable therefor, if any, as of the date of the actual issuance of such warrants or other rights. No adjustments of the Warrant Price then in effect or the number of Warrant Shares for which this Warrant is exercisable shall be made upon the actual issue of such Common Stock or of such Common Stock Equivalents upon exercise of such warrants or other rights or upon the actual issue of such Common Stock upon such conversion or exchange of such Common Stock Equivalents.

  • No Registration or Other Similar Rights Such Selling Shareholder does not have any registration or other similar rights to have any equity or debt securities registered for sale by the Company under the Registration Statement or included in the offering contemplated by this Agreement, other than those rights that have been disclosed in the Registration Statement, the General Disclosure Package and the Prospectus.

  • No Preemptive Rights, Registration Rights or Options Except as described in the Disclosure Package and the Prospectus, there are no (i) preemptive rights or other rights to subscribe for or to purchase, nor any restriction upon the voting or transfer of, any equity interests in the Partnership Entities or (ii) outstanding options or warrants to purchase any securities of the Partnership Entities. Neither the filing of the Registration Statement nor the offering or sale of the Units as contemplated by this Agreement gives rise to any rights for or relating to the registration of any Common Units or other securities of the Partnership.

  • Adjustments for Dividends in Stock or Other Securities or Property If while this Warrant, or any portion hereof, remains outstanding and unexpired, the holders of any class of securities as to which purchase rights under this Warrant exist at the time shall have received, or, on or after the record date fixed for the determination of eligible stockholders, shall have become entitled to receive, without payment therefor, other or additional stock or other securities or property (other than cash) of the Company by way of dividend, then and in each case, this Warrant shall represent the right to acquire, in addition to the number of shares of such class of security receivable upon exercise of this Warrant, and without payment of any additional consideration therefor, the amount of such other or additional stock or other securities or property (other than cash) of the Company that such holder would hold on the date of such exercise had it been the holder of record of the class of security receivable upon exercise of this Warrant on the date hereof and had thereafter, during the period from the date hereof to and including the date of such exercise, retained such shares and/or all other additional stock available by it as aforesaid during said period, giving effect to all adjustments called for during such period by the provisions of this Section 4.