Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, the separate existence of Merger Sub shall cease and the Company will continue as the Surviving Corporation.
Appears in 4 contracts
Sources: Merger Agreement (Checkpoint Therapeutics, Inc.), Agreement and Plan of Merger (Accolade, Inc.), Merger Agreement (PetIQ, Inc.)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the relevant provisions of the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent.
Appears in 4 contracts
Sources: Merger Agreement (Ca, Inc.), Merger Agreement (Under Armour, Inc.), Merger Agreement (Under Armour, Inc.)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with Section 251(c) of the DGCL, at the Effective Time, the Parties Company and Parent shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, the separate existence of Merger Sub shall cease cease, and the Company will continue as the Surviving Corporation.
Appears in 4 contracts
Sources: Agreement and Plan of Merger (Biomarin Pharmaceutical Inc), Merger Agreement (Amicus Therapeutics, Inc.), Merger Agreement (Mirati Therapeutics, Inc.)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the applicable provisions of the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company. By virtue of the Merger, at the Effective Time, the separate existence of Merger Sub shall cease and the Company will shall continue as the surviving corporation in the Merger (the “Surviving Corporation”).
Appears in 2 contracts
Sources: Merger Agreement (TEKMIRA PHARMACEUTICALS Corp), Merger Agreement (TEKMIRA PHARMACEUTICALS Corp)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will shall continue as the surviving corporation in the Merger (the “Surviving Corporation”).
Appears in 2 contracts
Sources: Merger Agreement (Catalina Marketing Corp/De), Merger Agreement (Catalina Marketing Corp/De)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the relevant provisions of the DGCL, at the Effective TimeTime (as defined in Section 1.3), the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly owned Subsidiary of Parent.
Appears in 2 contracts
Sources: Merger Agreement (Pure Storage, Inc.), Merger Agreement (Compass Group Diversified Holdings LLC)
Merger of Merger Sub into the Company. Upon At the Effective Time and subject to and upon the terms and subject to the conditions set forth in of this Agreement and in accordance with the applicable provisions of the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby : (i) Merger Sub shall be merged with and into the Company, ; (ii) the separate existence of Merger Sub shall cease cease; and (iii) the Company will continue shall be the surviving corporation and a wholly-owned subsidiary of Parent. The Company, as the surviving entity of the Merger, is hereinafter sometimes referred to as the “Surviving Corporation”.
Appears in 2 contracts
Sources: Merger Agreement (Synageva Biopharma Corp.), Merger Agreement (Trimeris Inc)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the DGCL, at the Effective Time, the Parties Company and Parent shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, the separate existence of Merger Sub shall cease cease, and the Company will continue as the Surviving Corporation.
Appears in 2 contracts
Sources: Merger Agreement (Akero Therapeutics, Inc.), Merger Agreement (IVERIC Bio, Inc.)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with Section 251(h) of the DGCL, at the Effective Time, the Parties Company and Parent shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the Surviving Corporation.
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the applicable provisions of the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, the separate corporate existence of Merger Sub shall cease and the Company will shall continue as the surviving corporation in the Merger and as a direct, wholly owned subsidiary of Parent (the “Surviving Corporation”).
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and an indirect wholly-owned subsidiary of Parent.
Appears in 1 contract
Sources: Merger Agreement (Integra Lifesciences Holdings Corp)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the DGCLrelevant provisions of the DGCL and, if applicable, the CGCL, at the Effective TimeTime (as defined in Section 1.3), the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly owned Subsidiary of Parent.
Appears in 1 contract
Sources: Merger Agreement (Autodesk Inc)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the applicable provisions of the DGCL, at the Effective Time, the Parties Company and Parent shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, the separate existence of Merger Sub shall cease cease, and the Company will continue as the Surviving CorporationCorporation and as a wholly-owned Subsidiary of Parent.
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the relevant provisions of the DGCL, at the Effective TimeTime (as defined in Section 1.3(a)), the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly owned Subsidiary of Parent.
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the relevant provisions of the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease cease. The Company will become a wholly owned Subsidiary of Parent and the Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”).
Appears in 1 contract
Sources: Merger Agreement (Autodesk, Inc.)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the DGCLCGCL, at the Effective Time, the Parties Company and Parent shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the Surviving Corporation.
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the relevant provisions of the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and cease. Immediately upon the Effective Time, the Company will become a direct wholly owned Subsidiary of Parent and will continue as the surviving corporation in the Merger (the “Surviving Corporation”).
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the applicable provisions of the DGCL, at the Effective TimeTime (as defined in Section 2.3), the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation” (all references in this Agreement to the “Company” shall mean the “Surviving Corporation” after the Effective Time) and a wholly-owned Subsidiary of Parent.
Appears in 1 contract
Sources: Agreement of Investment and Merger (Techne Corp /Mn/)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the relevant provisions of the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”).
Appears in 1 contract
Sources: Agreement and Plan of Merger (Jazz Pharmaceuticals PLC)
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement Agreement, and in accordance with the DGCL, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, Company and the separate corporate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”). The Merger and other transactions contemplated by this Agreement are referred to herein as the “Transactions”.
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the DGCLPBCL (including Section 321(f) of the PBCL), at the Effective Time, the Parties Company and Parent shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, the separate existence of Merger Sub shall cease and the Company will continue as the Surviving Corporation. The Merger shall be effected under Section 321(f) of the PBCL as soon as practicable following the consummation of the Offer.
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the DGCL (including Section 251(h) of the DGCL), at the Effective Time, the Parties Company and Parent shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, the separate existence of Merger Sub shall cease and the Company will continue as the Surviving Corporation. The Merger shall be effected under Section 251(h) of the DGCL as soon as practicable following the consummation of the Offer.
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with the DGCLAgreement, at the Effective Time, the Parties shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue its corporate existence under the DGCL as the surviving corporation and a wholly-owned subsidiary of Parent (the “Surviving CorporationCompany”).
Appears in 1 contract
Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement and in accordance with Section 251(h) of the DGCL, at the Effective Time, the Parties Company and Parent shall consummate the Merger, whereby Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease and the cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”).
Appears in 1 contract