Common use of Cash in Lieu of Fractional Shares Clause in Contracts

Cash in Lieu of Fractional Shares. No certificate or scrip representing fractional shares of Healthcare Common Stock shall be issued as part of the Distribution and in lieu thereof, each holder of LTC Common Stock who would otherwise be entitled to receive a fractional share of Healthcare Common Stock will receive cash for such fractional share. LTC shall instruct the Agent to determine the number of whole shares and fractional shares of Healthcare Common Stock allocable to each holder of record of LTC Common Stock as of the Distribution Record Date. LTC shall instruct the Agent to aggregate all such fractional shares into whole shares and sell the whole shares obtained thereby in the open market as soon as practicable following the Distribution Date at then prevailing prices on behalf of Holders who otherwise would be entitled to receive fractional share interests and to distribute to each such Holder such Holder's ratable share of the proceeds of such sale as soon as practicable after the Distribution Date. LTC shall bear the costs of commissions incurred in connection with such sales.

Appears in 6 contracts

Samples: Distribution Agreement (LTC Properties Inc), Form of Distribution Agreement (LTC Healthcare Inc), Distribution Agreement (LTC Properties Inc)

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Cash in Lieu of Fractional Shares. No certificate or scrip representing fractional shares of Healthcare Legacy Common Stock shall be issued as part of the Distribution and in lieu thereof, each holder of LTC Excel Common Stock who would otherwise be entitled to receive a fractional share of Healthcare Legacy Common Stock will receive cash for such fractional share. LTC Excel shall instruct the Agent to determine the number of whole shares and fractional shares of Healthcare Legacy Common Stock allocable to each holder of record of LTC Excel Common Stock as of the Distribution Record Date. LTC Excel shall instruct the Agent to aggregate all such fractional shares into whole shares and sell the whole shares obtained thereby in the open market as soon as practicable following the Distribution Date at then prevailing prices on behalf of Holders who otherwise would be entitled to receive fractional share interests and to distribute to each such Holder such Holder's ratable share of the proceeds of such sale as soon as practicable after the Distribution Date. LTC Excel shall bear the costs of commissions incurred in connection with such sales.

Appears in 3 contracts

Samples: Distribution Agreement (Excel Legacy Corp), Distribution Agreement (Excel Legacy Corp), Distribution Agreement (Excel Realty Trust Inc)

Cash in Lieu of Fractional Shares. No certificate or scrip representing fractional shares of Healthcare Hi/fn Common Stock shall be issued as part of the Distribution Distribution, and in lieu thereof, each holder of LTC Stac Common Stock who would otherwise be entitled to receive a fractional share of Healthcare Hi/fn Common Stock will receive cash for such fractional share. LTC Stac shall instruct the Agent to determine the number of whole shares and fractional shares of Healthcare Hi/fn Common Stock allocable to each holder of record of LTC Stac Common Stock as of the Distribution Record Date. LTC Stac shall instruct the Agent to aggregate all such fractional shares into whole shares and sell the whole shares obtained thereby in the open market as soon as practicable following the Distribution Date at then prevailing prices on behalf of Holders who otherwise would be entitled to receive fractional share interests and to distribute to each such Holder such Holder's ratable share of the proceeds of such sale as soon as practicable after the Distribution Date. LTC Stac shall bear the costs of commissions incurred in connection with such sales.

Appears in 1 contract

Samples: Distribution Agreement (Hi/Fn Inc)

Cash in Lieu of Fractional Shares. No certificate or scrip representing fractional shares of Healthcare SpinCo Common Stock shall be issued as part of the Distribution and in lieu thereof, each holder of LTC PEI Common Stock who would otherwise be entitled to receive a fractional share of Healthcare SpinCo Common Stock will receive cash for such fractional share. LTC PEI shall instruct the Agent to determine the number of whole shares and fractional shares of Healthcare SpinCo Common Stock allocable to each holder of record of LTC PEI Common Stock as of the Distribution Record Date. LTC PEI shall instruct the Agent to aggregate all such fractional shares into whole shares and sell the whole shares obtained thereby in the open market as soon as practicable following the Distribution Date at then prevailing prices on behalf of Holders who otherwise would be entitled to receive fractional share interests and to distribute to each such Holder such Holder's ratable share of the proceeds of such sale as soon as practicable after the Distribution Date. LTC PEI shall bear the costs of commissions incurred in connection with such sales.

Appears in 1 contract

Samples: Distribution Agreement (Pricesmart Inc)

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Cash in Lieu of Fractional Shares. No certificate or scrip representing fractional shares of Healthcare PriceSmart Common Stock shall be issued as part of the Distribution and in lieu thereof, each holder of LTC PEI Common Stock who would otherwise be entitled to receive a fractional share of Healthcare PriceSmart Common Stock will receive cash for such fractional share. LTC PEI shall instruct the Agent to determine the number of whole shares and fractional shares of Healthcare PriceSmart Common Stock allocable to each holder of record of LTC PEI Common Stock as of the Distribution Record Date. LTC PEI shall instruct the Agent to aggregate all such fractional shares into whole shares and sell the whole shares obtained thereby in the open market as soon as practicable following the Distribution Date at then prevailing prices on behalf of Holders who otherwise would be entitled to receive fractional share interests and to distribute to each such Holder such Holder's ratable share of the proceeds of such sale as soon as practicable after the Distribution Date. LTC PEI shall bear the costs of commissions incurred in connection with such sales.

Appears in 1 contract

Samples: Distribution Agreement (Price Enterprises Inc)

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