Capital Stock of Purchaser. Each issued and outstanding share of capital stock of Purchaser shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Minerals Technologies Inc), Agreement and Plan of Merger (Amcol International Corp), Agreement and Plan of Merger (Epiq Systems Inc)
Capital Stock of Purchaser. Each issued and outstanding share of capital stock of Purchaser shall be converted into and become one validly issued, (1) fully paid and nonassessable non-assessable share of common stock, par value $0.01 .0001 per share, of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lowrie Management LLLP), Agreement and Plan of Merger (VCG Holding Corp), Agreement and Plan of Merger (VCG Holding Corp)
Capital Stock of Purchaser. Each share of the common stock, $0.01 par value per share, of Purchaser (the “Purchaser Common Stock”), issued and outstanding share of capital stock of Purchaser immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, $0.01 par value $0.01 per share, of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Kenexa Corp), Agreement and Plan of Merger (Kenexa Corp), Agreement and Plan of Merger (Kenexa Corp)
Capital Stock of Purchaser. Each share of common stock, par value $1.00 per share, of Purchaser issued and outstanding share of capital stock of Purchaser immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 1.00 per share, of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Textron Inc), Agreement and Plan of Merger (Omniquip International Inc)
Capital Stock of Purchaser. Each issued and outstanding share of the capital stock of Purchaser shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, stock of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vallen Corp), Agreement and Plan of Merger (Shield Acquisition Corp/Ga)
Capital Stock of Purchaser. Each issued and outstanding share of capital stock of Purchaser shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 .01 per share, of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Titanium Metals Corp), Agreement and Plan of Merger (Precision Castparts Corp)
Capital Stock of Purchaser. Each issued and outstanding share of capital stock of Purchaser shall be automatically converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 0.001 per share, of the Surviving Corporation.
Appears in 2 contracts
Samples: Support Agreement (Monogram Biosciences, Inc.), Agreement and Plan of Merger (Orchid Cellmark Inc)
Capital Stock of Purchaser. Each share of common stock, par value $0.01 per share, of Purchaser issued and outstanding share of capital stock of Purchaser immediately prior to the Effective Time shall be converted into and become exchanged for one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only issued and outstanding shares of capital stock of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nokia Corp), Agreement and Plan of Merger (Navteq Corp)
Capital Stock of Purchaser. Each issued and outstanding share of capital stock of Purchaser shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, no par value $0.01 per sharevalue, of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ebv Electronics Inc), Agreement and Plan of Merger (Wyle Electronics)
Capital Stock of Purchaser. Each share of the common stock of the Purchaser issued and outstanding share of capital stock of Purchaser immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, $0.002 par value $0.01 per share, of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mapinfo Corp), Agreement and Plan of Merger (Mapinfo Corp)
Capital Stock of Purchaser. Each issued and outstanding share of capital stock of (i) Purchaser Common Stock shall be converted into and become one validly issued, fully paid and nonassessable share of common stockstock of the Surviving Corporation and (ii) Purchaser Preferred Stock shall be converted into and become one validly issued, par value $0.01 per share, fully paid and nonassessable share of preferred stock of the Surviving Corporation, with the same rights, preferences and other terms as the Purchaser Preferred Stock.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Golden State Vintners Inc)
Capital Stock of Purchaser. Each issued and outstanding share -------------------------- of capital stock of Purchaser shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pure Resources Ii Inc)
Capital Stock of Purchaser. Each issued and outstanding share of capital stock of Purchaser shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 .001 per share, of the Surviving Corporation.
Appears in 1 contract
Capital Stock of Purchaser. Each issued and outstanding share of capital common stock of Purchaser shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, stock of the Surviving Corporation.
Appears in 1 contract
Capital Stock of Purchaser. Each share of common stock, par value $0.001 per share, of Purchaser issued and outstanding share of capital stock of Purchaser immediately prior to the Effective Time shall be converted into and become one (1) validly issued, fully paid and nonassessable share of common stock, par value $0.01 0.001 per share, of the Surviving Corporation, and all such shares together shall constitute the only outstanding shares of capital stock of the Surviving Corporation.
Appears in 1 contract
