Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 76 contracts
Samples: Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Agreement and Plan of Merger (Ceres, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubPurchaser, the Company or any stockholder of the Company:
Appears in 63 contracts
Samples: Agreement and Plan of Merger (Procera Networks, Inc.), Agreement and Plan of Merger (Sucampo Pharmaceuticals, Inc.), Agreement and Plan of Merger (Forty Seven, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyCompany or Parent:
Appears in 30 contracts
Samples: Agreement and Plan of Merger and Reorganization (Skye Bioscience, Inc.), Agreement and Plan of Merger and Reorganization (Histogenics Corp), Agreement and Plan of Merger and Reorganization (GTX Inc /De/)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 29 contracts
Samples: Iii Agreement and Plan of Merger (Prima Energy Corp), Agreement and Plan of Merger (Parallel Petroleum Corp), Agreement and Plan of Merger (Wiser Oil Co)
Conversion of Shares. (a) At Subject to the terms and conditions of this Agreement, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 21 contracts
Samples: Agreement and Plan of Merger and Reorganization (Avanex Corp), Agreement and Plan of Merger (Acelrx Pharmaceuticals Inc), Agreement and Plan of Merger (Precision Therapeutics Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue as a result of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder capital stock of Parent, Merger Sub or the Company:
Appears in 18 contracts
Samples: Agreement and Plan of Merger (Citrix Systems Inc), Agreement and Plan of Merger (Alaska Communications Systems Group Inc), Agreement and Plan of Merger (Del Taco Restaurants, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger Merger, and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 13 contracts
Samples: Agreement and Plan of Merger and Reorganization (Epoch Biosciences Inc), Agreement and Plan of Merger and Reorganization (Doubleclick Inc), Agreement and Plan of Merger and Reorganization (At Plan Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Apollo Endosurgery, Inc.), Agreement and Plan of Merger (Caremark Rx Inc), Agreement and Plan of Merger (Chesapeake Utilities Corp)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or the holders of any stockholder shares of the CompanyCompany Stock or any shares of capital stock of Parent or Merger Subsidiary:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Zep Inc.), Agreement and Plan of Merger (Hanesbrands Inc.), Agreement and Plan of Merger (Raven Industries Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 10 contracts
Samples: Agreement of Merger (Ezchip Semiconductor LTD), Agreement and Plan of Merger (Servidyne, Inc.), Agreement and Plan of Merger (Hot Topic Inc /Ca/)
Conversion of Shares. (a) At the First Effective Time, by virtue of the First Merger and without any further action on the part of Parent, Merger SubSubs, the Company or any stockholder of the CompanyCompany or Parent:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Aprea Therapeutics, Inc.), Agreement and Plan of Merger (Idera Pharmaceuticals, Inc.), Support Agreement (Traws Pharma, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Aml Communications Inc), Agreement and Plan of Merger (Haemonetics Corp), Agreement and Plan of Merger (PTC Therapeutics, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Acquisition Sub, the Company or any stockholder holder of shares of the Company:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Green Mountain Coffee Roasters Inc), Agreement and Plan of Merger (Diedrich Coffee Inc), Agreement and Plan of Merger (Diedrich Coffee Inc)
Conversion of Shares. (a) At the Effective Time, Time by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the any holder of shares of Company Stock or any stockholder holder of the Companyshares of common stock of Merger Subsidiary:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Comcast Corp), Agreement and Plan of Merger, Agreement and Plan of Merger (Pepsiamericas Inc/Il/)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder holder of Shares the Companyfollowing shall occur:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Lasercard Corp), Agreement and Plan of Merger (Sepracor Inc /De/), Agreement and Plan of Merger (Dusa Pharmaceuticals Inc)
Conversion of Shares. (a) At the Effective Timetime, by virtue of the Merger Merger, and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 8 contracts
Samples: Agreement and Plan of Merger and Reorganization (Multex Com Inc), Agreement and Plan of Merger and Reorganization (Doubleclick Inc), Agreement and Plan of Merger and Reorganization (Doubleclick Inc)
Conversion of Shares. (a) At Subject to Section 1.5(d), at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 7 contracts
Samples: Agreement and Plan of Merger and Reorganization (Integrated Systems Consulting Group Inc), Agreement and Plan of Merger (Safeguard Scientifics Inc Et Al), Agreement and Plan (Scopus Technology Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of ParentPurchaser, Merger Sub, the Company or the holder of any stockholder of the Companyfollowing securities:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Farmers National Banc Corp /Oh/), Agreement and Plan of Merger (Farmers National Banc Corp /Oh/), Agreement and Plan of Merger (Cortland Bancorp Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company Company, the stockholders thereof or any stockholder of the Companyother Person:
Appears in 7 contracts
Samples: Tender and Support Agreement (JetPay Corp), Agreement and Plan of Merger (Monster Worldwide, Inc.), Tender and Support Agreement (NCR Corp)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubPurchaser, the Company or any other stockholder of the Company:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Five Prime Therapeutics, Inc.), Agreement and Plan of Merger (Flexion Therapeutics Inc), Agreement and Plan of Merger (Adamas Pharmaceuticals Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of the Company, Parent, Merger Sub, Subsidiary or any holder of any share of capital stock of the Company or any stockholder of the CompanyMerger Subsidiary:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Medtronic Inc), Agreement and Plan of Merger (Medtronic Inc), Agreement and Plan of Merger (Xomed Surgical Products Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubAcquisition Co., the Company or any stockholder shareholder of the Company:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Black Box Corp), Agreement and Plan of Merger (Foster L B Co), Agreement and Plan of Merger (Norstan Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Companythereof or any other Person:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Medicines Co /De), Agreement and Plan of Merger (Portola Pharmaceuticals Inc), Agreement and Plan of Merger (Goldfield Corp)
Conversion of Shares. (a) At the Effective Time, by virtue -------------------- of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Shopko Stores Inc), Agreement and Plan of Merger (Merck & Co Inc), Agreement and Plan of Merger (MGM Grand Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Danaher Corp /De/), Agreement and Plan of Merger (American Safety Insurance Holdings LTD), Agreement and Plan of Merger (Pall Corp)
Conversion of Shares. (a1.5(a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 5 contracts
Samples: Agreement and Plan of Merger and Reorganization (On Semiconductor Corp), Agreement and Plan of Merger and Reorganization (Catalyst Semiconductor Inc), Agreement and Plan of Merger and Reorganization (Heckmann CORP)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company holder of any Shares or any stockholder shares of the Companycapital stock of Merger Subsidiary:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Carescience Inc), Agreement and Plan of Merger (Quovadx Inc), Agreement and Plan of Merger (Fidelity National Financial Inc /De/)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, the holder of any Shares or any shares of capital stock of Merger Sub, the Company or any stockholder of the Company:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Onex Corp), Agreement and Plan of Merger (Onex Corp), Agreement and Plan of Merger (Ameriserve Food Distribution Inc /De/)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder the holders of the CompanyCompany Common Stock:
Appears in 5 contracts
Samples: Shareholders Agreement (WillScot Corp), Agreement and Plan of Merger (Schwab Charles Corp), Shareholders Agreement (Mobile Mini Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyCompany or Merger Sub:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Cysive Inc), Agreement and Plan of Merger (Manufacturers Services LTD), Agreement and Plan of Merger (Manufacturers Services LTD)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, Subsidiary or the holders of any shares of Company Common Stock or any stockholder shares of the Companycapital stock of Parent or Merger Subsidiary:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Thermadyne Holdings Corp /De), Agreement and Plan of Merger (Razor Holdco Inc.), Agreement and Plan of Merger (Kindred Healthcare, Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holder of any stockholder of the Companyfollowing securities:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (TRW Inc), Agreement and Plan of Merger (Network Six Inc), Agreement and Plan of Merger (Cn Biosciences Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger Merger, and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 5 contracts
Samples: Agreement and Plan of Merger and Reorganization (Fermavir Pharmaceuticals, Inc.), Agreement and Plan of Merger and Reorganization (Inhibitex, Inc.), Agreement and Plan of Merger and Reorganization (About Com Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of the Company, Parent, Merger Sub, the Company Sub or any stockholder holder of any share of capital stock of the Company, Parent or Merger Sub:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Washington Dennis R), Agreement and Plan of Merger (Sokol David L), Agreement and Plan of Merger (Tribune Publishing Co)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder holder of Shares the Companyfollowing shall occur:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Insight Enterprises Inc), Agreement and Plan of Merger (Fsi International Inc), Agreement and Plan of Merger (Datalink Corp)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the stockholders thereof or any stockholder of the Companyother Person:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Gurnet Holding Co), Agreement and Plan of Merger (Bioverativ Inc.), Agreement and Plan of Merger (Ariad Pharmaceuticals Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of the Company, Parent, Merger Sub, Sub or the Company or holders of any stockholder shares of capital stock of the Company, Parent or Merger Sub:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (AquaVenture Holdings LTD), Agreement and Plan of Merger and Reorganization (Dts, Inc.), Agreement and Plan of Merger and Reorganization (SRS Labs Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of ParentBuyer, Merger Sub, the Company or any stockholder the holders of the Companyfollowing securities:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Intertrust Technologies Corp), Agreement and Plan of Merger (Omnicare Inc), Agreement and Plan of Merger (Fidelio Acquisition Co LLC)
Conversion of Shares. (a) At the Merger Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company, or any holder of any securities of the Company or any stockholder of the CompanyMerger Sub:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Essendant Inc), Agreement and Plan of Merger (CSS Industries Inc), Agreement and Plan of Merger (Ig Design Group Americas, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companysecurities thereof or any other Person:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (General Mills Inc), Agreement and Plan of Merger (Tumi Holdings, Inc.), Agreement and Plan of Merger (Fitbit, Inc.)
Conversion of Shares. (a) At As of the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder holders of shares of capital stock of the Company:
Appears in 4 contracts
Samples: Agreement and Plan (Abraxis BioScience, Inc.), Agreement and Plan (Celgene Corp /De/), Agreement and Plan of Merger (Yankee Holding Corp.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger Merger, and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ariel Corp), Stockholder Agreement (Messagemedia Inc), Agreement and Plan of Merger (Mayan Networks Corp/Ca)
Conversion of Shares. (a) At the Effective Time, by virtue of the -------------------- Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Raceland Truck Plaza & Casino LLC), Agreement and Plan of Merger (International Flavors & Fragrances Inc), Agreement and Plan of Merger (Raceland Truck Plaza & Casino LLC)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubPurchaser, the Company or the holder of any stockholder of the Companysecurities specified below:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Alarmguard Holdings Inc), Agreement and Plan of Merger (Holmes Protection Group Inc), Agreement and Plan of Merger (Byowc Partners LLC)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, any of the parties hereto or the holders of any shares of the capital stock of the Company or any stockholder of the CompanyPurchaser:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Valley Forge Corp), Agreement and Plan of Merger (Valley Forge Corp), Agreement and Plan of Merger (Brining David R)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holder of any stockholder of the Companysecurities specified below:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ivoice, Inc /De), Agreement and Plan of Merger (Autotote Corp), Agreement and Plan of Merger (Thomas Pharmaceuticals, Ltd.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder the holders of the CompanyCompany Common Stock:
Appears in 4 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (CVS HEALTH Corp), Agreement and Plan of Merger
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or the holders of any stockholder shares of the CompanyCompany Common Stock or any shares of capital stock of Parent or Merger Subsidiary:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Tekelec), Agreement and Plan of Merger (Labarge Inc), Agreement and Plan of Merger (Ducommun Inc /De/)
Conversion of Shares. (a1.5(a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Kratos Defense & Security Solutions, Inc.), Agreement and Plan of Merger and Reorganization (Sys), Agreement and Plan of Merger and Reorganization (Sys)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder shareholder of the CompanyCompany or shareholder of Parent, the following shall occur:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (SciSparc Ltd.), Agreement and Plan of Merger (Anchiano Therapeutics Ltd.), Agreement and Plan of Merger (Anchiano Therapeutics Ltd.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Company, Parent, Merger Sub, the Company Sub or any stockholder holder of capital stock of any of them, subject to the Companylimitations contained herein:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Smith Jack T), Agreement and Plan of Merger (Palmer J N Family Partnership), Agreement and Plan of Merger (Ladin William E Jr)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or any stockholder the holders of securities of Parent, Merger Subsidiary or the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ramius Value & Opportunity LLC), Agreement and Plan of Merger (RP Management, LLC), Agreement and Plan of Merger (Cypress Bioscience Inc)
Conversion of Shares. (a) At As of the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Kapson Senior Quarters Corp), Agreement and Plan of Merger (Prometheus Senior Quarters LLC), Agreement and Plan of Merger (Prometheus Senior Quarters LLC)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubPurchaser, the Company or any stockholder of the Companyother Person:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sequenom Inc), Agreement and Plan of Merger (J2 Global, Inc.), Agreement and Plan of Merger (Everyday Health, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, any holder of Company Shares or any holder of limited liability company interests of Merger Sub, the Company or any stockholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Pioneer Natural Resources Co), Agreement and Plan of Merger (Pioneer Natural Resources Co), Agreement and Plan of Merger (Exxon Mobil Corp)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder holder of the CompanyShares:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Timber Pharmaceuticals, Inc.), Agreement and Plan of Merger (Gvi Security Solutions Inc), Agreement and Plan of Merger (Timber Pharmaceuticals, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Acquisition Sub, the Company or the holder of any stockholder of the Companyfollowing securities:
Appears in 3 contracts
Samples: Realco Inc /Nm/, Realco Inc /Nm/, Realco Inc /Nm/
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubPurchaser, the Company or any stockholder the holders of the CompanyShares:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cybermedia Inc), Agreement and Plan of Merger (Networks Associates Inc/), Agreement and Plan of Merger (Networks Associates Inc/)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, Subsidiary or the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Gibson Greetings Inc), Agreement and Plan of Merger (American Greetings Corp), Agreement and Plan of Merger (Gibson Greetings Inc)
Conversion of Shares. (a) At the Effective Time, Time by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company holder of any shares of Common Stock or any stockholder shares of the Companycapital stock of Merger Subsidiary:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sylvan Inc), Agreement and Plan of Merger (Sylvan Inc), Agreement and Plan of Merger (Sylvan Inc)
Conversion of Shares. (a) At the Effective Time, Time by virtue of the Merger and without any further other action on the part of Parentthe Company, Merger Sub, Subsidiary or the Company or holder of any stockholder of the Company:Shares (as defined below):
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Level 3 Communications Inc), Agreement and Plan of Merger (Avalon Cable of Michigan Holdings Inc), Agreement and Plan of Merger (Cable Michigan Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, HoldCo, Merger Sub, the Company or the holders of any stockholder Company Common Shares or any shares of the CompanyParent, HoldCo or Merger Sub:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ocean Rig UDW Inc.), Voting and Support Agreement (Transocean Ltd.), Voting and Support Agreement (Transocean Ltd.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holders thereof or any stockholder of the Companyother Person:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Endurance International Group Holdings, Inc.), Agreement and Plan of Merger (Constant Contact, Inc.), Agreement and Plan of Merger (Daegis Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the shareholders of the Company or Merger Sub or any stockholder of the Companyparties hereto:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Polyvision Corp), Agreement and Plan of Merger (Polyvision Corp), Agreement and Plan of Merger (Polyvision Corp)
Conversion of Shares. (a) At the Effective Time, by virtue -------------------- of the Merger and without any further action on the part of Parent, Merger Acquisition Sub, the Company or the holder of any stockholder of the Companyfollowing securities:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Gec Acquisition Corp), Agreement and Plan of Merger (Gec Acquisition Corp), Agreement and Plan of Merger (Reltec Corp)
Conversion of Shares. (a2.5(a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubPurchaser, the Company or any stockholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (California Micro Devices Corp), Agreement and Plan of Merger (Intersil Corp/De), Agreement and Plan of Merger (On Semiconductor Corp)
Conversion of Shares. (a) At the Effective Time, by virtue as a result of the Merger and without any further action on the part of the Company, Parent, Merger Sub, the Company Sub or any stockholder other shareholders of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Spreadtrum Communications Inc), Agreement and Plan of Merger (RDA Microelectronics, Inc.), Agreement and Plan of Merger (SYSWIN Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Merger Subsidiary, Parent, Merger Sub, the Company or any stockholder of the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sizmek Inc.), Agreement and Plan of Merger (Sizmek Inc.), Agreement and Plan of Merger (Xerium Technologies Inc)
Conversion of Shares. (a) At As of the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company any holder of Shares or any stockholder shares of the Companycommon stock of Acquisition Sub:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Bolle Inc), Agreement and Plan of Merger (Serengeti Eyewear Inc), Agreement and Plan of Merger (Sunshine Acquisition Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder holder of Shares, the Companyfollowing shall occur:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (CoLucid Pharmaceuticals, Inc.), Agreement and Plan of Merger (KI NutriCare, Inc.), Agreement and Plan of Merger (Allergy Research Group Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of ParentBuyer, Merger Sub, the Company or the holders of any stockholder of the Companysecurities described below:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Evolent Health, Inc.), Agreement and Plan of Merger (Red White & Bloom Brands Inc.), Agreement and Plan of Merger (Chase Corp)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parentany holders of any shares of Company Stock, Merger Sub, the Company or any stockholder of the CompanyMergerCo Common Stock:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Transcultural Health Develpment, Inc.), Agreement and Plan of Merger (VWR Funding, Inc.), Support Agreement (Impsat Fiber Networks Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or any stockholder the holders of securities of Parent, Merger Subsidiary or the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Roche Holding LTD), Agreement and Plan of Merger (Ventana Medical Systems Inc), Agreement and Plan of Merger (Ventana Medical Systems Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Acquisition Sub, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Score Acquisition Corp), Agreement and Plan of Merger (Talley Manufacturing & Technology Inc), Agreement and Plan of Merger (Talley Industries Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder the holders of securities of Parent, Sub or the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Mueller Industries Inc), Agreement and Plan of Merger (Tecumseh Products Co), Agreement and Plan of Merger (Tecumseh Products Co)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder holder of the CompanyShares:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zogenix, Inc.), Agreement and Plan of Merger (Ra Pharmaceuticals, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of ParentPurchaser, Merger SubSubsidiary, the Company Parent or any stockholder of the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Corporate Resource Services, Inc.), Agreement and Plan of Merger (Corporate Resource Services, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue -------------------- of the Merger and without any further action on the part of Parentany of Purchaser, Merger Sub, the Company Acquisition Sub or any stockholder of the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fremont Partners Lp), Agreement and Plan of Merger (Global Motorsport Group Inc)
Conversion of Shares. (a) At As of the Effective Time, by virtue of -------------------- the Merger and without any further action on the part of Parent, Merger Sub, the Company any holder of Shares or any stockholder shares of the Companycommon stock of Acquisition Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Shade Acquisition Inc), Agreement and Plan of Merger (Bolle Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company Company, or any stockholder holder of the Company:Shares or any shares of capital stock of Parent or Sub (other than the filing of the Certificate of Merger):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Trilogy, Inc.), Agreement and Plan of Merger (Versata Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or the holders of any stockholder shares of the CompanyCompany Stock or any shares of capital stock of Parent or any shares of capital stock of Merger Subsidiary:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Carmike Cinemas Inc), Agreement and Plan of Merger (Amc Entertainment Holdings, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or the holders of any stockholder of the Companytheir respective securities:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (DG FastChannel, Inc), Agreement and Plan of Merger (MediaMind Technologies Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder shares of the CompanyCompany Stock or any shares of capital stock of Parent or Merger Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AssetMark Financial Holdings, Inc.), Agreement and Plan of Merger (Intl Fcstone Inc.)
Conversion of Shares. (a) At As of the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder holders of the Company’s shares:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Efunds Corp), Agreement and Plan of Merger
Conversion of Shares. (a) At the Effective Time, by virtue of the Initial Merger and without any further action on the part of the Company, Parent, the Merger Sub, Subs or the Company or holder of any stockholder of the Companyfollowing securities:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (PennantPark Floating Rate Capital Ltd.), Agreement and Plan of Merger (MCG Capital Corp)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company Company, or any stockholder holder of the Companyany of their securities:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Seventy Seven Energy Inc.), Agreement and Plan of Merger (Select Energy Services, Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company holder of any shares of capital stock of the Purchaser or any stockholder of the Company:
Appears in 2 contracts
Samples: Plan and Agreement (Sykes Healthplan Services Inc), Plan and Agreement of Merger (Sykes Healthplan Services Inc)
Conversion of Shares. (a) At the Effective Time, by virtue as a result of the Merger and without any further action on the part of Parent, Merger Sub, the Company or holder of any stockholder capital stock of the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fogo De Chao, Inc.), Agreement and Plan of Merger (Fogo De Chao, Inc.)
Conversion of Shares. (a) At the Merger Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder the holders of the CompanyCompany Common Stock:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Celgene Corp /De/), Agreement and Plan of Merger (Bristol Myers Squibb Co)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger Merger, and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companyfollowing securities:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Vision Twenty One Inc), Agreement and Plan of Merger and Reorganization (Opticare Health Systems Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, Subsidiary or the Company or the holder of any stockholder shares of the CompanyCompany Common Stock or any shares of capital stock of Parent or Merger Subsidiary:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Catapult Communications Corp), Agreement and Plan of Merger (Ixia)
Conversion of Shares. (a) At the Effective Time, by virtue as a result of the Merger and without any further action on the part of the Company, Parent, Merger SubPurchaser or the holder of any capital stock of Parent, the Company Purchaser or any stockholder of the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Datawatch Corp), Agreement and Plan of Merger (Altair Engineering Inc.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder holder of any capital stock of the Company, New Parent or Merger Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Benefitfocus,Inc.), Agreement and Plan of Merger (RPM Inc/Oh/)
Conversion of Shares. (a) At the Effective Time, Time by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the any holder of shares of Company Stock or Company Class B Stock or any stockholder holder of the Companyshares of common stock of Merger Subsidiary:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pepsico Inc), Agreement and Plan of Merger (Pepsi Bottling Group Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of Merger Sub or of the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Speedway Motorsports Inc), Agreement and Plan of Merger (Sonic Financial Corp)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of the Parent, Merger Sub, the Company or any stockholder holder of any shares of Common Stock or Preferred Stock (collectively, the Company“Shares”) or any shares of capital stock of Merger Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AOL Inc.), Agreement and Plan of Merger (NICE Ltd.)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger SubSubsidiary, the Company or the holders of any stockholder shares of the CompanyCompany Stock or any shares of capital stock of Parent or any membership interests of Merger Subsidiary:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Carmike Cinemas Inc), Agreement and Plan of Merger (Amc Entertainment Inc)
Conversion of Shares. (a) At As of the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder of the CompanyPurchaser or their respective shareholders:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pak Mail Centers of America Inc), Agreement and Plan of Merger (Pak Mail Centers of America Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or any stockholder the holders of the CompanyShares or securities of Parent or Merger Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Clark Holdings Inc.), Agreement and Plan of Merger (Novell Inc)
Conversion of Shares. (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company or the holders of any stockholder of the Companyshares of Company Common Stock:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (New Grancare Inc), Agreement and Plan of Merger (Living Centers of America Inc)
