Common use of Capital Stock of the Company Clause in Contracts

Capital Stock of the Company. (i) Subject to the other provisions of this Article III, all shares of common stock, par value $0.0001 per share, of the Company (“Company Common Stock”), issued and outstanding immediately prior to the Effective Time (excluding any Cancelled Shares), shall automatically be converted into the right to receive from Parent, on a pro rata basis, an aggregate of 610,000 shares of Parent Common Stock (the “Common Merger Consideration”). As used in this Agreement, “

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Evofem Biosciences, Inc.), Agreement and Plan of Merger (Aditxt, Inc.)

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Capital Stock of the Company. (i) Subject to the other provisions of this Article III, all shares each share of common stock, par value $0.0001 per share, of the Company (“Company Common Stock”), Stock issued and outstanding immediately prior to the Effective Time (excluding any Cancelled SharesAppraisal Shares and any shares of Company Common Stock described in clause (iii) of this Section 3.1(b)), shall automatically be converted automatically at the Effective Time into the right to receive from Parent0.933 validly issued, on a pro rata basis, an aggregate of 610,000 fully paid and nonassessable shares of Parent Common Stock (the “Exchange Ratio”), and the shares of Parent Common Stock issuable per share of Company Common Stock pursuant to this Section 3.1(b), the “Merger Consideration”). As used in , subject to the provisions of this Agreement, “Article III.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Amplify Energy Corp), Agreement and Plan of Merger (Midstates Petroleum Company, Inc.)

Capital Stock of the Company. (i) Subject to the other provisions of this Article III, all shares each share of common stock, par value $0.0001 per share, of the Company (“Company Class A Common Stock”), Stock issued and outstanding immediately prior to the Effective Time (excluding any Cancelled shares described in clauses (iii) and (iv) of this Section 3.1(b) and any Dissenting Shares), ) shall automatically be converted into and shall thereafter represent solely the right to receive from Parent$11.00 in cash, on a pro rata basis, an aggregate of 610,000 shares of Parent Common Stock without interest (the “Common Merger Consideration”). As used in this Agreement, “.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Via Renewables, Inc.), Agreement and Plan of Merger (Maxwell W Keith III)

Capital Stock of the Company. (i) Subject to the other provisions of this Article III, all shares each share of common stock, par value $0.0001 0.001 per share, of the Company (“Company Common Stock”), issued and outstanding immediately prior to the Effective Time (excluding any Cancelled Shares, as defined below), shall automatically be converted into the right to receive from ParentParent that number of validly issued, on a pro rata basis, an aggregate of 610,000 fully paid and nonassessable shares of Parent Common Stock equal to the Exchange Ratio (the “Common Merger Consideration”). As used in this Agreement, “.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Broadmark Realty Capital Inc.), Agreement and Plan of Merger (Ready Capital Corp)

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Capital Stock of the Company. (i) Subject to the other provisions of this Article III, all shares each share of common stock, par value $0.0001 0.01 per share, of the Company (“Company Common Stock”), issued and outstanding immediately prior to the Effective Time (excluding any Cancelled Sharesshares of Company Common Stock described in clause (iii) of this Section 3.1(b)), including for the avoidance of doubt any shares of Company Common Stock outstanding immediately prior to the Effective Time whose prior restrictions have lapsed pursuant to Section 3.2, shall automatically be converted automatically at the Effective Time into the right to receive from ParentParent (such consideration, on a pro rata basis, an aggregate of 610,000 shares of Parent Common Stock (the “Common Merger Consideration”). As used in this Agreement, “):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Chesapeake Energy Corp), Agreement and Plan of Merger (WildHorse Resource Development Corp)

Capital Stock of the Company. (i) Subject to the other provisions of this Article III, all shares each share of common stock, par value $0.0001 per share, of the Company (“Company Common Stock”), issued and outstanding immediately prior to the Effective Time (excluding any Cancelled Shares and any Converted Shares), shall automatically be converted into and shall thereafter represent the right to receive from Parent0.158 (the “Exchange Ratio”) of a validly issued, on a pro rata basis, an aggregate of 610,000 fully paid and nonassessable shares of Parent Common Stock (such shares of Parent Common Stock, the “Common Merger Consideration”). As used in this Agreement, “.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SRC Energy Inc.)

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