Merger Sub Status Clause Samples

Merger Sub Status. Merger Sub is an indirect, wholly-owned subsidiary of Parent that is wholly owned by an entity that is disregarded as separate from Parent for U.S. federal income tax purposes. Merger Sub is and has been at all times since its formation an entity disregarded as separate from its owner for U.S. federal, state and local income tax purposes. Since Merger Sub’s formation, it has not carried on any business nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.