ALL STOCK Clause Samples

The "ALL STOCK" clause specifies that the consideration for a transaction, such as a merger or acquisition, will be paid entirely in the form of the acquiring company's stock rather than cash or other assets. In practice, this means that shareholders of the target company receive shares in the acquiring company proportional to their holdings, effectively making them part-owners of the combined entity. This clause is commonly used to preserve cash for the acquiring company and to align the interests of both parties by giving the target's shareholders a stake in the future success of the merged business.
ALL STOCK. Notwithstanding the foregoing provisions of Section 1.6.1, if the Stock Purchase Agreement, as defined in Section 2.2.24, is terminated prior to Closing, each Micrion Share and the associated Rights outstanding immediately before the Effective Time, other than the Excluded Micrion Shares, will be converted into the right to receive (A) one share of FEI Common Stock plus (B) such number of shares of FEI Common Stock, which, when multiplied by the Pre-Closing Average Price, as defined below, equals $6.00, subject to Equitable Adjustment and subject to adjustment as provided in Section 4.2. 1. The aggregate number of shares of FEI Common Stock to be issued to each Micrion stockholder will be rounded to the nearest whole share.
ALL STOCK. Such Shareholder shall transfer herewith all common and preferred stock of Syntec owned legally or beneficially by such Shareholder other than the shares that such Shareholder has the right to acquire pursuant to options, warrants or other rights.
ALL STOCK. Each Shareholder shall transfer herewith all common stock of Network owned legally or beneficially by such Shareholder.
ALL STOCK. Each Shareholder shall transfer herewith all common stock of Milling Systems owned legally or beneficially by such Shareholder.
ALL STOCK. Option Plans shall be terminated as of the Effective Time and the provisions in any other Benefit Plan providing for the issuance, transfer or grant of any capital stock of the Company or any interest in respect of any capital stock of the Company shall be terminated as of the Effective Time. The Company shall ensure that following the Effective Time, no holder of a Company Stock Option or Warrant or any participant in any Stock Option Plan (other than those holders who are parties to an agreement to exchange or roll their equity interest in the Company for or into equity of Parent or the Surviving Corporation) shall have any right thereunder to acquire any capital stock of the Company, Parent or the Surviving Corporation.
ALL STOCK. Each Shareholder shall transfer herewith all common stock of Life2K owned legally or beneficially by such Shareholder.
ALL STOCK. The Stock transferred hereunder represents all of Seller's interest, directly or indirectly, of record and beneficially held, individually or in trust.
ALL STOCK. Each Shareholder shall transfer herewith all common stock of Triton-Eurasia owned legally or beneficially by such Shareholder.