Common use of Capital Stock of Merger Subsidiary Clause in Contracts

Capital Stock of Merger Subsidiary. Each share of the capital stock of ---------------------------------- Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into and become one fully paid and nonassessable shares of common stock, par value $0.10 per share, of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Dart Group Corp), Agreement and Plan of Merger (Richfood Holdings Inc), Agreement and Plan of Merger (Dart Group Corp)

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Capital Stock of Merger Subsidiary. Each share of the capital stock of ---------------------------------- Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into and become one fully paid and nonassessable shares share of common stock, par value $0.10 .0001 per share, of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Worldpages Com Inc), Agreement and Plan of Merger (Transwestern Holdings Lp), Agreement and Plan of Merger (Transwestern Publishing Co LLC)

Capital Stock of Merger Subsidiary. Each share of the capital stock of ---------------------------------- Merger Subsidiary issued and outstanding share of Capital Stock of Merger Subsidiary immediately prior to the Merger Effective Time shall be cancelled and automatically converted into and become one (1.0) validly issued, fully paid and nonassessable shares share of common stock, par value $0.10 per share, stock of the Surviving Corporation.Company, $0.001 par value per share;

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Yuma Energy, Inc.), Agreement and Plan of Merger and Reorganization (Yuma Energy, Inc.)

Capital Stock of Merger Subsidiary. Each share of the capital stock common stock, $0.01 par value per share, of ---------------------------------- Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into and become thereafter evidence one fully paid and nonassessable shares share of common stock, $0.01 par value $0.10 per share, of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Loudeye Technologies Inc)

Capital Stock of Merger Subsidiary. Each share of the capital stock common stock, no par value, of ---------------------------------- Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall automatically be converted into and become one validly issued, fully paid and nonassessable shares share of common stock, no par value $0.10 per sharevalue, of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kenan Transport Co)

Capital Stock of Merger Subsidiary. Each share of the capital stock The outstanding shares of ---------------------------------- common stock, $0.01 par value, of Merger Subsidiary (the "Merger Subsidiary ----------------- Common Stock") issued and outstanding immediately prior to the Effective Time shall ------------ automatically will be converted into and become one fully paid and nonassessable shares of common stock, par value $0.10 per share, xxxxxx.xxx Common Stock of the Surviving CorporationCorporation equal to the number of outstanding shares of xxxxxx.xxx Common Stock of the Company outstanding immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Snyder Communications Inc)

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Capital Stock of Merger Subsidiary. Each share of the capital stock of ---------------------------------- Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and nonassessable shares share of common stock, par value $0.10 0.01 per share, of the Surviving Corporation following the Merger, and such shares shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (KMG America CORP)

Capital Stock of Merger Subsidiary. Each issued and outstanding share of the capital stock of ---------------------------------- Merger Subsidiary issued and outstanding as of immediately prior to the Effective Time shall be canceled and converted into and become one fully paid and nonassessable shares (1) share of the common stock, par value $0.10 0.01 per share, of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ats Medical Inc)

Capital Stock of Merger Subsidiary. Each issued and outstanding ---------------------------------- share of the capital stock of ---------------------------------- Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into and become one fully paid and nonassessable shares share of common stockCommon Stock, par value $0.10 1.00 per share, of the Surviving Corporation.

Appears in 1 contract

Samples: Physician Support Systems Inc

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