Common use of Adjustment of Exchange Ratio Clause in Contracts

Adjustment of Exchange Ratio. In the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Parent Common Stock or Company Common Stock, respectively, shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, combination, exchange, recapitalization or other similar transaction, the Exchange Ratio shall be appropriately adjusted.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Guidant Corp), Agreement and Plan of Merger (Mony Group Inc), Agreement and Plan of Merger (Lockheed Martin Corp)

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Adjustment of Exchange Ratio. In the event thatIf, subsequent to after the date of this Agreement Agreement, but prior to the Effective Time, the outstanding shares of Parent Common Stock or Company Common Stockissued and outstanding shall, respectivelythrough a reorganization, shall have been changed into a different number of shares or a different class as a result of a recapitalization, reclassification, stock dividend, stock split, reverse stock split, stock dividend, subdivision, reclassification, combination, exchange, recapitalization split or other similar transactionchange (regardless of the method of effectuation of any of the foregoing, including by way of a merger or otherwise) in the capitalization of Parent, increase or decrease in number or be changed into or exchanged for a different kind or number of securities, then an appropriate and proportionate adjustment shall be made to the Exchange Ratio shall be appropriately adjustedRatio.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Radian Group Inc), Agreement and Plan of Merger (Enhance Financial Services Group Inc)

Adjustment of Exchange Ratio. In the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Parent Common Stock or Company Common Stock, respectively, shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, combination, exchange, recapitalization or other similar transaction, the Exchange Ratio shall be appropriately adjusted.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Engineering Measurements Co), Agreement and Plan of Reorganization (Advanced Energy Industries Inc)

Adjustment of Exchange Ratio. In the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Parent Common Stock or Company Common Stock, respectivelyas the case may be, shall have been changed into issued and outstanding shall, through a different number of shares or a different class as a result of a reorganization, recapitalization, reclassification, stock dividend, stock split, reverse stock split, stock dividend, subdivision, reclassification, combination, exchange, recapitalization split or other similar transactionchange in the capitalization of Parent or the Company, as the case may be, increase or decrease in number or be changed into or exchanged for a different kind or number of securities, then an appropriate and proportionate adjustment shall be made to the Exchange Ratio shall be appropriately adjustedRatio.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (JDN Realty Corp), Agreement and Plan of Merger (Developers Diversified Realty Corp)

Adjustment of Exchange Ratio. In the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Parent Common Stock or Company Common Stock, respectively, shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, combination, exchange, recapitalization or other similar transaction, the Exchange Ratio shall be appropriately adjusted.. ARTICLE 3

Appears in 1 contract

Samples: Agreement and Plan of Reorganization Agreement and Plan of Reorganization (Advanced Energy Industries Inc)

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Adjustment of Exchange Ratio. In the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Parent Source Common Stock or Company Common Stock, respectively, shall have been changed into a different number of shares or a different class as a result of the Reincorporation (as defined below), a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Exchange Ratio shall be appropriately proportionately adjusted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Source Interlink Companies Inc)

Adjustment of Exchange Ratio. In the event that, If subsequent to the date of this Agreement Agreement, but prior to the Effective Time, the outstanding shares of Parent Common Stock or Company Common Stock, respectively, shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, combination, exchange, recapitalization recapitalization, or other similar transaction, the Exchange Ratio shall be appropriately adjustedadjusted to provide the holders of Company Common Stock and Company Options the same economic effect as contemplated by this Agreement prior to such event.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Esoft Inc)

Adjustment of Exchange Ratio. In the event that, subsequent to the date of this Agreement Agreement, but prior to the Effective Time, the outstanding shares of the Parent Common Stock or the Company Common Stock, respectively, shall have been changed into a different number of shares or a different class of shares as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Exchange Ratio shall be appropriately adjusted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Celerity Systems Inc)

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