Common use of Conversion of Shares of Company Common Stock Clause in Contracts

Conversion of Shares of Company Common Stock. Each issued and outstanding share of Company Common Stock (other than shares of Company Common Stock to be cancelled in accordance with Section 2.1(b)) shall be converted into the right to receive $33.00 (the “Per Share Price”), payable to the holder thereof in cash, without interest (the “Merger Consideration”). From and after the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each holder of a certificate representing any such shares of Company Common Stock shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration therefor, without interest thereon, upon the surrender of such certificate in accordance with Section 2.2.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bone Care International Inc), Agreement and Plan of Merger (Genzyme Corp)

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Conversion of Shares of Company Common Stock. Each issued and outstanding share of Company Common Stock (other than shares of Company Common Stock to be cancelled in accordance with Section 2.1(b)) and Dissenting Shares) shall be converted into the right to receive $33.00 90.00 (the “Per Share Price”), payable to the holder thereof in cash, without interest (the “Merger Consideration”). From and after the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each holder of a certificate or book-entry share formerly representing any such shares of Company Common Stock shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration therefor, without interest thereon, therefor upon the surrender of such certificate in accordance with Section 2.2.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Hospira Inc), Agreement and Plan of Merger (Pfizer Inc)

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Conversion of Shares of Company Common Stock. Each issued and outstanding share of Company Common Stock (Stock, other than shares of Company Common Stock to be cancelled canceled in accordance with Section 2.1(b) and any Appraisal Shares (as defined in Section 2.4)) , shall be converted into the right to receive $33.00 0.1572 in cash, without interest (the “Per Share PriceCommon Stock Merger Consideration”), payable to the holder thereof upon surrender of the certificate formerly representing such share of Company Common Stock in cash, without interest (the “Merger Consideration”)manner provided in Section 2.3. From and after the Effective Time, all All such shares of Company Common Stock Stock, when so converted, shall no longer be outstanding and shall automatically be cancelled and retired canceled and shall cease to exist, and each holder of a certificate representing any such shares of Company Common Stock shall cease to have any rights with respect thereto, except the right to receive the Common Stock Merger Consideration therefor, without interest thereon, therefor upon the surrender of such certificate in accordance with Section 2.22.3.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Castle Dental Centers Inc)

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