Common use of Exchange of Stock Certificates Clause in Contracts

Exchange of Stock Certificates. On the effective date of the Merger, the Shareholders, as the holders of a certificate or certificates representing shares of Company common stock shall, upon surrender of such certificate or certificates, receive the Merger Consideration, and until the certificate or certificates of Company common stock shall have been surrendered by the Shareholder and replaced by a certificate or certificates representing Pentegra Common Stock (as set forth on ANNEX I), the certificate or certificates of Company common stock shall, for all purposes be deemed to evidence ownership of the number of shares of Pentegra Common Stock determined in accordance with the provisions of ANNEX I. All shares of Pentegra Common Stock issuable to the Shareholders in the Merger shall be deemed for all purposes to have been issued by Pentegra on the Closing Date. The Shareholders shall deliver to Pentegra at Closing the certificate or certificates representing the Company common stock owned by them, duly endorsed in blank by the Shareholders, or accompanied by duly executed blank stock powers, and with all necessary transfer tax and other revenue stamps, acquired at the Shareholder's expense, affixed and cancelled.

Appears in 20 contracts

Samples: Agreement and Plan of Reorganization (Pentegra Dental Group Inc), Agreement and Plan of Reorganization (Pentegra Dental Group Inc), Agreement and Plan of Reorganization (Pentegra Dental Group Inc)

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Exchange of Stock Certificates. On the effective date of the Merger, the Signatory Shareholders, as the holders of a certificate or certificates representing shares of Company common stock shall, upon surrender of such certificate or certificates, or evidence of such certificates, receive the Merger Consideration, and until the certificate or certificates or certification of Company common stock shall have been surrendered by the Shareholder and replaced by a certificate or certificates representing Pentegra Common Stock (as set forth on ANNEX I), the certificate or certificates of Company common stock shall, for all purposes be deemed to evidence ownership of the number of shares of Pentegra Common Stock determined in accordance with the provisions of ANNEX I. All shares of Pentegra Common Stock issuable to the Signatory Shareholders in the Merger shall be deemed for all purposes to have been issued by Pentegra on the Closing Date. The Signatory Shareholders shall deliver to Pentegra at Closing the certificate or certificates or certification representing the Company common stock owned by them, duly endorsed in blank by the Shareholders, or accompanied by duly executed blank stock powers, and with all necessary transfer tax and other revenue stamps, acquired at the ShareholderPentegra's expense, affixed and cancelled.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pentegra Dental Group Inc)

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