Common use of Conversion of Holdco Sub Shares Clause in Contracts

Conversion of Holdco Sub Shares. Each Outstanding Holdco Sub Common Share shall be converted into one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share (the "Surviving Corporation Common Stock"), of the Surviving Corporation, to be issued and deemed to have been issued by the Surviving Corporation automatically and immediately upon and as of the Effective Time; the capital of the Surviving Corporation in respect of each share of Surviving Corporation Common Stock to be an amount equal to the par value thereof as permitted under the DGCL and such Outstanding Holdco Sub Common Shares shall be canceled and cease to exist.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (NTL Inc/De/), Agreement and Plan of Merger (NTL Inc/Ny/), Agreement and Plan of Merger (Alamosa Holdings Inc)

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Conversion of Holdco Sub Shares. Each Share of Outstanding Holdco Sub Common Share Stock shall be converted into one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share (the "β€œSurviving Corporation Common Stock"”), of the Surviving Corporation, to be issued and deemed to have been issued by the Surviving Corporation automatically and immediately upon and as of the Effective Time; , the capital of the Surviving Corporation in respect of each share of Surviving Corporation Common Stock to be an amount equal to the par value thereof as permitted under the DGCL DGCL; and such prior share of Outstanding Holdco Sub Common Shares Stock shall be canceled and cease to exist.

Appears in 1 contract

Samples: Agreement and Plan of Merger (BNS Holding, Inc.)

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Conversion of Holdco Sub Shares. Each Outstanding Holdco Sub Common Share shall be converted into one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share (the "Surviving Corporation Common StockSURVIVING CORPORATION COMMON STOCK"), of the Surviving Corporation, to be issued and deemed to have been issued by the Surviving Corporation automatically and immediately upon and as of the Effective Time; , the capital of the Surviving Corporation in respect of each share of Surviving Corporation Common Stock to be an amount equal to the par value thereof as permitted under the DGCL DGCL; and such Outstanding Holdco Sub Common Shares shall be canceled and cease to exist.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nortek Inc)

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