Common use of Merger Sub Capital Stock Clause in Contracts

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares of common stock, par value $0.01 per share, of Merger Sub, any such shares of common stock of Merger Sub outstanding immediately prior to the Effective Time shall be converted into and become one share of common stock of the Surviving Company.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Moneygram International Inc), Agreement and Plan of Merger (Moneygram International Inc)

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Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the holder of any shares Company or its stockholders, each share of common stock, par value $0.01 per share, of Merger Sub, any such shares of common stock of Merger Sub then issued and outstanding immediately prior to the Effective Time shall be converted into one fully paid and become one nonassessable share of common stock stock, par value $0.01 per share, of the Surviving CompanyCorporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Natco Group Inc), Agreement and Plan of Merger (Cameron International Corp)

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares Shares, each share of common stock, par value $0.01 per share, of Merger Sub, any such shares of common stock of Merger Sub outstanding immediately prior to the Effective Time shall be converted into and become one share of common stock of the Surviving Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Moneygram International Inc)

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger Each issued and without any action on the part of the holder of any shares outstanding share of common stock, $0.0001 par value $0.01 per share, of Merger Sub, any such shares of common stock of Merger Sub outstanding immediately prior to the Effective Time shall be converted into and become one fully-paid, non-assessable share of common stock of the Surviving CompanyCorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inogen Inc)

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or the holder of any shares of common stockCompany, par value $0.01 per share, of Merger Sub, any such shares of common stock each share of Merger Sub outstanding immediately prior to the Effective Time shall capital stock will be converted into and become one fully paid and non-assessable share of common stock of the Surviving CompanyCorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Harpoon Therapeutics, Inc.)

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares Each share of common stock, par value U.S. $0.01 .01 per share, of Merger Sub, any such shares of common stock of Merger Sub outstanding immediately prior to the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving CompanyCorporation. Each certificate evidencing ownership of such share of common stock of Merger Sub shall thereafter evidence ownership of such share of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Magnum Hunter Resources Corp)

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares Each share of common stock, par value $0.01 0.001 per share, of Merger Sub, any such shares of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and become one nonassessable share of common stock of the Surviving CompanyCorporation, whereupon each certificate evidencing ownership of such shares of common stock of Merger Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Market Leader, Inc.)

Merger Sub Capital Stock. At the Effective Time, by virtue each share of the Merger and without any action on the part of the holder of any shares of common stockCommon Stock, par value $0.01 .01 per share, of Merger Sub, any such shares of common stock of Sub ("Merger Sub Common Stock") issued and outstanding immediately prior to the Effective Time shall continue to be issued and shall be converted into one validly issued, fully paid and become one non-assessable share of common stock of the Surviving CompanyCorporation. Each stock certificate of Merger Sub evidencing ownership of any such shares shall continue to evidence ownership of such shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Data Measurement Corp)

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Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any Shares, the shares of common stock, par value $0.01 per share, of Merger Sub, any such shares of common stock of Merger Sub outstanding immediately prior to the Effective Time shall (in consideration for the shares of Merger Sub and the payment of the Merger Consideration) be converted into and become one share a number of shares of common stock of the Surviving CompanyCompany equal to the number of shares of Common Stock of the Company which were cancelled pursuant to Sections 2.1(a) or 2.1(b) above.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Epoch Holding Corp)

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares Each share of common stock, par value $0.01 0.001 per share, of Merger Sub, any such shares of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall cease to be outstanding and shall be converted into one validly issued, fully paid and become one non-assessable share of common stock stock, no par value, of the Surviving CompanyCorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SYNAPTICS Inc)

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares Each share of common stock, par value $0.01 per share0.001, of Merger Sub, any such shares of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall cease to be outstanding and shall be converted into one validly issued, fully paid and become one non-assessable share of common stock stock, par value $0.001 per share, of the Surviving CompanyCorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dealertrack Technologies, Inc)

Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares Party or their respective stockholders, each share of common stock, par value $0.01 per share, of Merger Sub, any such shares of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into remain outstanding and become shall represent one share of common stock stock, par value $0.01 per share, of the Surviving CompanyCorporation, so that, after the Effective Time, Vidara shall be the indirect owner of all of the issued and outstanding shares of the Surviving Corporation’s common stock.

Appears in 1 contract

Samples: Transaction Agreement and Plan of Merger (Horizon Pharma, Inc.)

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