Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 16 contracts
Samples: Agreement and Plan of Merger (Golden Enterprises Inc), Agreement and Plan of Merger (Nanosphere Inc), Agreement and Plan of Merger (Nanosphere Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub Parent or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries as of immediately prior to the Effective Time (“Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Sykes Enterprises Inc), Agreement and Plan of Merger (Houston Wire & Cable CO), Agreement and Plan of Merger (Apex Global Brands Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub Subsidiary or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Nitro Petroleum Inc.), Agreement and Plan of Merger (Nitro Petroleum Inc.), Agreement and Plan of Merger (Core Resource Management, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub Parent or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries as of immediately prior to the Effective Time (“Cancelled Shares”) will automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Aevi Genomic Medicine, Inc.), Agreement and Plan of Merger and Reorganization (Cerecor Inc.), Agreement and Plan of Merger and Reorganization (Cerecor Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries as of immediately prior to the Effective Time (the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (American Resources Corp), Agreement and Plan of Merger (American Resources Corp), Agreement and Plan of Merger (American Resources Corp)
Cancellation of Certain Company Common Stock. Each share All shares of Company Common Stock that is are owned directly by Parent, Merger Sub or the Company (as treasury stock or otherwise) Inc. or any of their respective direct Subsidiaries immediately prior to the Effective Time or indirect wholly-owned Subsidiaries will automatically held in treasury of the Company (the “Cancelled Shares”) shall be cancelled and retired without any conversion thereof and will shall cease to exist, exist and no consideration will payment shall be delivered made in exchange thereforrespect thereof.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sculptor Capital Management, Inc.), Agreement and Plan of Merger (Rithm Capital Corp.), Agreement and Plan of Merger (Sculptor Capital Management, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub US Holdco or the Company (as treasury stock or otherwise) or any as of their respective direct or indirect wholly-owned Subsidiaries immediately prior to the Effective Time (the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Icon PLC), Agreement and Plan of Merger (PRA Health Sciences, Inc.), Agreement and Plan of Merger (Icon PLC)
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock (the “Shares”) that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Item 9 Labs Corp.), Agreement and Plan of Merger (Lime Energy Co.), Agreement and Plan of Merger (Fusion Telecommunications International Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned held immediately prior to the Effective Time by Parent, Merger Sub or the Company (as treasury stock or otherwise) owned by Parent or any Subsidiary of their respective direct Parent or indirect wholly-owned Subsidiaries will automatically the Company shall be cancelled and retired and will cease to exist, and no consideration will shall be delivered in exchange thereforpaid with respect thereto.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (WillScot Mobile Mini Holdings Corp.), Agreement and Plan of Merger (WillScot Mobile Mini Holdings Corp.), Agreement and Plan of Merger (McGrath Rentcorp)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Charming Shoppes Inc), Agreement and Plan of Merger (Ascena Retail Group, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub Parent or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries as of immediately prior to the Effective Time (the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GameSquare Holdings, Inc.), Agreement and Plan of Merger (FaZe Holdings Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parentthe Purchaser, Merger Sub Acquireco or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries subsidiaries as of immediately prior to the Effective Time will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Americas Silver Corp), Agreement and Plan of Merger (Pershing Gold Corp.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub Parent Bank, or the Company (as treasury stock or otherwise, but excluding shares owned in a fiduciary capacity) or any of their respective direct or indirect wholly-owned Subsidiaries will as of immediately prior to the Effective Time shall automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement of Merger (First Choice Bancorp), Agreement and Plan of Reorganization and Merger (Sierra Bancorp)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (MGC Parent LLC), Agreement and Plan of Merger (MGC DIAGNOSTICS Corp)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any and all shares of their respective direct or indirect wholly-Company Common Stock owned Subsidiaries will automatically by the Management Group and/or DGAC shall be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Disc Graphics Inc /De/), Agreement and Plan of Merger (Dg Acquisition Corp)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned held by Parent, Merger Sub or the Company (as treasury stock or otherwise) or Sub, any of their respective direct or indirect wholly-owned Subsidiaries will automatically subsidiary of Parent or Merger Sub, in the treasury of the Company or by any wholly-owned subsidiary of the Company immediately prior to the Effective Time shall be cancelled canceled and retired and will cease to exist, extinguished without any conversion thereof and no consideration will payment shall be delivered in exchange thereformade with respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Coventry Health Care Inc), Agreement and Plan of Merger (First Health Group Corp)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Romulus Corp.), Agreement and Plan of Merger (On-Air Impact, Inc.)
Cancellation of Certain Company Common Stock. Each share Notwithstanding anything herein to the contrary, at the Effective Time, all shares of Company Common Stock that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) stock, and all shares of Company Common Stock owned by Parent or any of their respective direct or indirect wholly-wholly owned Subsidiaries will automatically Subsidiary of Parent or of the Company immediately prior to the Effective Time shall be cancelled and retired extinguished without any conversion thereof and will cease shall not be taken into account for purposes of any amounts payable to exist, and no consideration will be delivered in exchange thereforthe Company Holders hereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (McKesson Corp), Agreement and Plan of Merger (US Oncology Holdings, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries as of immediately prior to the Effective Time (the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (IMAC Holdings, Inc.), Agreement and Plan of Merger (Theralink Technologies, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned held by Parent, Merger Sub or the Company (as treasury stock or otherwiseowned by Parent or Merger Sub immediately prior to the Effective Time (including shares acquired by Parent immediately prior to the Effective Time pursuant to the Contribution Agreement) or any of their respective direct or indirect wholly-owned Subsidiaries will shall automatically be cancelled cancelled, and retired and will shall cease to exist, and no consideration will or payment shall be delivered in exchange therefor or in respect therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Us 1 Industries Inc), Agreement and Plan of Merger (Us 1 Industries Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock Share that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries (collectively, the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ebix Inc), Agreement and Plan of Merger (Adam Inc)
Cancellation of Certain Company Common Stock. Each share of common stock, $1.00 par value, of the Company (the "Company Common Stock") that is owned by the Company as treasury stock and all shares of Company Common Stock that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically Parent shall be cancelled canceled and retired and will shall cease to exist, and no stock of Parent or other consideration will shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Valley Resources Inc /Ri/), Agreement and Plan of Merger (Southern Union Co)
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (InMed Pharmaceuticals Inc.), Agreement and Plan of Reorganization (InMed Pharmaceuticals Inc.)
Cancellation of Certain Company Common Stock. Each share of common stock, par value $5.00 per share, of the Company (the "Company Common Stock"), that is owned by the Company as treasury stock and all shares of Company Common Stock that is are owned by any subsidiary of the Company, Parent, Merger Sub or the Company (as treasury stock or otherwise) or any other subsidiary of their respective direct or indirect wholly-owned Subsidiaries will automatically Parent shall be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Central Maine Power Co), Agreement and Plan of Merger (Energy East Corp)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective its direct or indirect wholly-wholly owned Subsidiaries as of immediately prior to the Effective Time (“Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ocean Bio Chem Inc), Agreement and Plan of Merger (OneWater Marine Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock (each, a “Common Share” and collectively, the “Common Shares”) that is owned held by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries or Affiliates will automatically be cancelled and retired and will cease to existexist without any conversion thereof, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Everest Merger Sub, Inc.), Agreement and Plan of Merger (Sport Chalet Inc)
Cancellation of Certain Company Common Stock. Each share of common stock of the Company, par value $0.0001 per share (the “Company Common Stock Stock”), that is owned by Parent, Merger Sub the Acquiror or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sonomawest Holdings Inc), Agreement and Plan of Merger (Stapleton Acquisition Co)
Cancellation of Certain Company Common Stock. Each share of common stock, par value $5.00 per share, of the Company (the "Company Common Stock") that is owned by the Company as treasury stock and all shares of Company Common Stock that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically Parent shall be cancelled canceled and retired and will shall cease to exist, and no stock of Parent or other consideration will shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Northeast Utilities System), Agreement and Plan of Merger (Northeast Utilities System)
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock (the “Shares”) that is are owned by Parent4Front, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will Subsidiaries, in each case prior to the Effective Time, shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (4Front Ventures Corp.), Agreement and Plan of Merger
Cancellation of Certain Company Common Stock. Each share of Company Common Stock (a “Share” and collectively, the “Shares”) that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective other direct or indirect wholly-owned Subsidiaries will subsidiary of Parent and each Share owned by the Company or any direct or indirect wholly-owned subsidiary of the Company (and in each case not held on behalf of third parties) (each such Share being an “Excluded Share” and collectively, “Excluded Shares”) shall automatically be cancelled canceled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sunedison, Inc.), Agreement and Plan of Merger (Vivint Solar, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by ParentParent or Company, Merger Sub or the Company if any (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries subsidiaries as of immediately prior to the Effective Time (the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefortherefore.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (ALR Technologies SG Ltd.), Agreement and Plan of Merger and Reorganization (Chan Sidney)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned held immediately prior to the Effective Time by Parent, an Acquired Company or by Parent or Merger Sub or (the Company (as treasury stock or otherwise“Cancelled Shares”) or any of their respective direct or indirect wholly-owned Subsidiaries will shall automatically be cancelled and retired without any conversion thereof and will shall cease to exist, exist and no consideration will payment shall be delivered made in exchange thereforrespect thereof nor shall any right inure or be made with respect thereto in connection with or as a consequence of the Merger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Apartment Income REIT, L.P.)
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock (the “Shares”) that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will Company Subsidiary shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by (A) the Company or its wholly owned Subsidiaries or (B) any of Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will shall, in each case, automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Intercontinental Exchange, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwiseotherwise and including shares of Company Common Stock accepted for payment by Merger Sub pursuant to the Offer) or any of their respective direct or indirect wholly-owned Subsidiaries as of immediately prior to the Effective Time ("Cancelled Shares") will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of common stock, par value $1.00 per share, of the Company (the "Company Common Stock") that is owned by the Company as treasury stock and all shares of Company Common Stock that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect other wholly-owned Subsidiaries will automatically subsidiary of Parent shall be cancelled canceled and retired and will shall cease to exist, exist and no cash or other consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock Stock, if any, that is owned by Parent, Merger Sub Parent or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries as of immediately prior to the Effective Time (“Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Iec Electronics Corp)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise, other than shares in trust accounts, managed accounts and the like, or otherwise held in a fiduciary or agency capacity for the benefit of customers or clients, or shares held in satisfaction of a debt previously contracted) or any of their respective direct or indirect wholly-owned Subsidiaries subsidiary of Parent or Merger Sub will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tradestation Group Inc)
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock (the “Shares”) that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will subsidiaries shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock (each, a “Common Share” and collectively, the “Common Shares”) that is owned held by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to existexist without any conversion thereof, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned held by Parent, Merger Sub or the Company (as treasury stock or otherwise) or Sub, any of their respective direct or indirect wholly-owned Subsidiaries will automatically subsidiary of Parent or Merger Sub, in the treasury of the Company or owned by any wholly-owned subsidiary of the Company immediately prior to the Effective Time (other than the shares of Company Common Stock held by SCPIE Indemnity Company) shall be cancelled canceled and retired and will cease to exist, extinguished without any conversion thereof and no consideration will payment shall be delivered in exchange thereformade with respect thereto.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each Subject to the provisions of Section 2.03, each share of Company Common Stock (each, a “Share” and collectively, the “Shares”) issued and outstanding immediately prior to the Effective Time that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries or the Company (as treasury stock or otherwise) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.;
Appears in 1 contract
Samples: Agreement and Plan of Merger (Research Pharmaceutical Services, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time that is directly or indirectly owned by Parent, Merger Sub or any Subsidiary of Parent, the Company (as treasury stock or otherwise) or any Subsidiary of their respective direct or indirect wholly-owned Subsidiaries will the Company, shall automatically be cancelled canceled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Wsi Industries, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock Shares that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time that is directly or indirectly owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) any Subsidiary of Parent or any Subsidiary of their respective direct or indirect wholly-owned Subsidiaries will the Company, shall automatically be cancelled canceled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Buffalo Wild Wings Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock Stock, if any, that is owned by Parent, Merger Parent or Sub or any Subsidiary of Parent or held in the treasury of the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically shall be cancelled canceled and retired and will cease to exist, exist and no capital stock of Parent or other consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cairn Energy Usa Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries immediately prior to the Effective Time will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock that is are owned by Parent, Merger Sub 1, Merger Sub 2 or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (One Stop Systems, Inc.)
Cancellation of Certain Company Common Stock. Each share of -------------------------------------------- Company Common Stock that is owned by Parentthe Company, any wholly owned Subsidiary of the Company or by Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to existbe outstanding, and no consideration will Merger Consideration shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fs Equity Partners Ii Lp)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock Shares that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective its direct or indirect wholly-wholly owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (C H Robinson Worldwide Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock Share issued and outstanding immediately prior to the Effective Time that is directly or indirectly owned by Parent, Merger Sub or any Subsidiary of Parent, the Company (as treasury stock or otherwise) or any Subsidiary of their respective direct or indirect wholly-owned Subsidiaries the Company, if any (the “Excluded Shares”), will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Communications Systems Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned held by Parent, Merger Sub or the Company (as treasury stock or otherwise) or Sub, any of their respective direct or indirect wholly-owned Subsidiaries will automatically subsidiary of Parent or Merger Sub, in the treasury of the Company or by any wholly-owned subsidiary of the Company immediately prior to the Effective Time (collectively, the “Excluded Company Common Stock”) shall be cancelled canceled and retired and will cease to exist, extinguished without any conversion thereof and no consideration will payment shall be delivered in exchange thereformade with respect thereto.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock (the “Shares”) that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by the Company as treasury stock, if any, and all shares of Company Common Stock that are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective other direct or indirect wholly-owned Subsidiaries will automatically Subsidiary of Parent or any Subsidiary of the Company, immediately prior to the Effective Time shall be cancelled canceled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share share, if any, of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub SPV or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will (collectively, the “Excluded Shares”) shall be automatically be cancelled canceled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Marlborough Software Development Holdings Inc.)
Cancellation of Certain Company Common Stock. Each share of common stock, par value $0.05 per share, of the Company ("Company Common Stock Stock") that is owned by Parent, Merger Sub or any Subsidiary (defined in Section 3.01) of the Company (as treasury stock or otherwise) that is owned by Buyer or any of their respective direct or indirect wholly-owned its Subsidiaries will automatically shall be cancelled canceled and retired and will cease to exist, and no stock or other consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock Shares that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned held by Parent, Merger Sub or the Company (as treasury stock or otherwise) or Sub, any of their respective direct or indirect wholly-owned Subsidiaries will automatically subsidiary of Parent or Merger Sub, or in the treasury of the Company immediately prior to the Effective Time shall be cancelled canceled and retired and will cease to exist, extinguished without any conversion thereof and no consideration will payment shall be delivered in exchange thereformade with respect thereto.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pernix Therapeutics Holdings, Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub Parent or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries as of immediately prior to the Effective Time (the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (AppTech Payments Corp.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub if any, or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will as of immediately prior to the Effective Time (“Cancelled Shares”) shall automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Midwest Holding Inc.)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, HospitalCo Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Kindred Healthcare, Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock (each, a "Common Share" and collectively, the "Common Shares") that is owned held by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to existexist without any conversion thereof, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (National Technical Systems Inc /Ca/)
Cancellation of Certain Company Common Stock. Each share of -------------------------------------------- common stock, par value $5.00 per share, of the Company (the "Company Common Stock") that is owned by the Company as treasury stock and all shares of Company Common Stock that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically Parent shall be cancelled canceled and retired and will shall cease to exist, and no stock of Parent or other consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Yankee Energy System Inc)
Cancellation of Certain Company Common Stock. Each share of common stock, no par value, of the Company (the "Company Common Stock") that is owned by the Company as treasury stock and all shares of Company Common Stock that is are owned by Parent, Merger Sub or the Company Parent (as treasury stock or otherwiseif any) or any of their respective direct or indirect wholly-owned Subsidiaries will automatically shall be cancelled canceled and retired and will shall cease to exist, and no cash or other consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share Membership Interest of the Company Common Stock (the “Membership Interests”) that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Woodland Holdings Corp)
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock (the “Shares”) that is are owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) ), Holdings and Merger Sub or any of their respective direct or indirect wholly-wholly owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-wholly owned Subsidiaries as of immediately prior to the Effective Time (the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (White River Energy Corp.)
Cancellation of Certain Company Common Stock. Each At the Effective Time, each share of Company Common Stock that immediately prior to the Effective Time is owned by Parent, Merger Sub the Forsyth Parties or the Company (as treasury stock or otherwise) or EXECUTION VERSION any of their respective direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Baldwin Technology Co Inc)
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective its direct or indirect wholly-owned Subsidiaries subsidiaries as of immediately prior to the Effective Time (the “Cancelled Shares”) will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tenax Therapeutics, Inc.)
Cancellation of Certain Company Common Stock. Each share Shares of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective direct or indirect wholly-owned Subsidiaries will shall automatically be cancelled and retired and will shall cease to exist, and no consideration will shall be delivered in exchange therefor.
Appears in 1 contract
Cancellation of Certain Company Common Stock. Each share of Company Common Stock that is owned by Parent, Merger Sub or the Company (as treasury stock or otherwise) or any of their respective its direct or indirect wholly-owned Subsidiaries will automatically be cancelled and retired and will cease to exist, and no consideration will be delivered in exchange therefor.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Standard Parking Corp)
