DESCRIPTION OF CAPITAL STOCK
This section describes the general terms and provisions of the capital stock offered by this prospectus. The applicable prospectus supplement
will describe the specific terms of the capital stock offered under that applicable prospectus supplement.
The following summary of the
terms of our capital stock is not meant to be complete and is qualified by reference to the relevant provisions of the General Corporation Law of the State of Louisiana, our amended and restated articles of incorporation and our amended and restated
bylaws. Copies of our amended and restated articles of incorporation and our amended and restated bylaws, which we refer to below respectively as our Charter and our Bylaws, are incorporated herein by reference and will be sent to you at no charge
upon request. See Where You Can Find More Information below.
Authorized Capital Stock
Our authorized capital stock consists of 20,000,000 shares of common stock, no par value per share, which we refer to as the common stock, of
which 14,851,949 shares were outstanding as of September 30, 2017, and 5,000,000 shares of preferred stock, no par value per share, which we refer to as the preferred stock, of which none were outstanding as of September 30, 2017.
The rights of all holders of the common stock are identical in all respects. Each stockholder is entitled to one vote for each share of
common stock held on all matters submitted to a vote of the shareholders. The holders of the common stock are entitled to receive ratably such dividends, if any, as may be declared by the Board of Directors out of legally available funds.
Upon liquidation, dissolution or winding up of the Company, the holders of the common stock are entitled to share ratably in all aspects of
the Company that are legally available for distribution, after payment of or provision for all debts and liabilities and after payment to the holders of preferred stock, if any. The holders of the common stock do not have preemptive
subscription, redemption or conversion rights under our articles of incorporation. Cumulative voting in the election of Directors is not permitted. There are no sinking fund provisions applicable to the common stock. The outstanding shares of common
stock are validly issued, fully paid and
non-assessable.
American Stock Transfer & Trust
Company, LLC is transfer agent and registrar for our common stock.
Our common stock is listed on the NASDAQ Global Select Market under
the symbol GIFI.
Common Stock
We may issue common stock, separately or together with or upon conversion of or exchange for other securities, all as set forth in the
applicable prospectus supplement.
Dividends
. Subject to the preferences of any outstanding preferred stock and any other
stock ranking prior to the common stock as to the payment of dividends, holders of our common stock will be entitled to receive dividends when, as and if declared by the Board of Directors, out of funds legally available. Our ability to pay
dividends to our shareholders, or the ability of our subsidiaries to transfer amounts to us necessary to fund such dividend payments, may be directly or indirectly restricted by our existing or future credit facilities, debt securities, Board of
Directors, as well as applicable state corporate law.
Voting Rights
. Each holder of record of common stock is entitled to
one vote for each share on all matters duly submitted to shareholders for their vote or consent. Holders of our common stock do not have cumulative voting rights. As a result, the holders of more than 50% of the voting power are able to elect all of
the directors, subject to any voting rights of holders of any shares of outstanding preferred stock.
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