Common use of Merger Sub Equity Interests Clause in Contracts

Merger Sub Equity Interests. All outstanding shares of capital stock of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 shares of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Care.com Inc), Agreement and Plan of Merger (Iac/Interactivecorp), Agreement and Plan of Merger (Iac/Interactivecorp)

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Merger Sub Equity Interests. All outstanding shares of capital stock Equity Interests of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 100 shares of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Orbitz Worldwide, Inc.), Agreement and Plan of Merger (Genvec Inc), Agreement and Plan of Merger (Expedia, Inc.)

Merger Sub Equity Interests. All outstanding shares Each share of capital stock common stock, par value $0.001 per share, of Merger Sub held immediately issued and outstanding prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 shares of one newly and validly issued, fully paid and non-assessable shares share of common stock stock, par value $0.01 per share, of the Surviving Corporation Corporation, with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Gaming & Leisure Properties, Inc.), Agreement and Plan of Merger (Icahn Enterprises Holdings L.P.), Agreement and Plan of Merger (Eldorado Resorts, Inc.)

Merger Sub Equity Interests. All Each outstanding shares share of capital stock of Merger Sub held immediately prior to the Effective Time shall will be converted into and become (in the aggregate) 1,000 shares of one newly and validly issued, fully paid and non-assessable shares share of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (SMTC Corp), Agreement and Plan of Merger (SMTC Corp)

Merger Sub Equity Interests. All outstanding shares Each share of capital stock common stock, par value $0.01 per share, of Merger Sub held Sub, issued and outstanding immediately prior to the Effective Time Time, shall be converted into and become (in the aggregate) 1,000 shares of one newly and validly issued, fully paid and non-assessable shares share of common stock stock, par value $0.01 per share, of the Surviving Corporation (i.e., 100 shares in the aggregate) and together shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Usa Truck Inc), Agreement and Plan of Merger (Usa Truck Inc)

Merger Sub Equity Interests. All outstanding shares (a). Each share of capital common stock of Merger Sub held Sub, issued and outstanding immediately prior to the Effective Time Time, shall be converted into and become (in the aggregate) 1,000 shares of one newly and validly issued, fully paid and non-assessable shares share of common stock of the Surviving Corporation (i.e., 100,000 shares in the aggregate) and together shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Patriot Transportation Holding, Inc.), Agreement and Plan of Merger (Patriot Transportation Holding, Inc.)

Merger Sub Equity Interests. All outstanding shares of capital stock of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 100 shares of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Accuride Corp), Agreement and Plan of Merger (Integra Lifesciences Holdings Corp)

Merger Sub Equity Interests. All outstanding shares At the Effective Time, by virtue of capital stock the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of any of the following securities, all Equity Interests of Merger Sub held issued and outstanding immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 100 shares of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fibrocell Science, Inc.)

Merger Sub Equity Interests. All outstanding shares of capital stock of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 shares one (1) share of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (U.S. Silica Holdings, Inc.)

Merger Sub Equity Interests. All outstanding shares of capital stock of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 one hundred shares of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 1 contract

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

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Merger Sub Equity Interests. All outstanding shares of capital stock of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 shares of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 1 contract

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

Merger Sub Equity Interests. All outstanding shares of capital stock Equity Interests of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 shares one share of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Press Ganey Holdings, Inc.)

Merger Sub Equity Interests. All outstanding shares of capital stock of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 shares of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation Corporation, and shall constitute the only outstanding shares of capital stock of the Surviving CorporationCorporation upon consummation of the Merger.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Science 37 Holdings, Inc.)

Merger Sub Equity Interests. All outstanding shares of capital stock of Merger Sub held immediately prior to the Effective Time shall be converted into and become (in the aggregate) 1,000 one hundred (100) shares of newly and validly issued, fully paid and non-assessable shares of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tenneco Inc)

Merger Sub Equity Interests. All outstanding shares Each share of capital stock of Merger Sub held issued and outstanding immediately prior to the Effective Time shall automatically be converted into and become (in the aggregate) 1,000 shares of one newly and validly issued, fully paid and non-assessable shares share of common stock of the Surviving Corporation and shall constitute the only outstanding capital of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Wesco Aircraft Holdings, Inc)

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