Common use of Not an Interested Stockholder Clause in Contracts

Not an Interested Stockholder. Neither Parent nor any of its “affiliates” or “associates” is, or has been since January 1, 2020, an “interested stockholder” (in each case as such terms are defined in Section 203 of the DGCL) of the Company. Neither Parent nor any of Parent’s Subsidiaries directly or indirectly owns, and at all times since January 1, 2020, neither Parent nor any of Parent’s Subsidiaries has directly or indirectly owned, beneficially or otherwise, any Company Common Stock or any securities, contracts or obligations convertible into or exchangeable for Company Common Stock.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Harmony Biosciences Holdings, Inc.), Agreement and Plan of Merger (Harmony Biosciences Holdings, Inc.), Agreement and Plan of Merger (Harmony Biosciences Holdings, Inc.)

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Not an Interested Stockholder. Neither Parent nor any of its “affiliates” or “associates” is, or has been since January 1, 2020within the last three (3) years, an “interested stockholder” (in each case as such terms are defined in Section 203 of the DGCL) of the Company. Neither Parent nor any of Parent’s Subsidiaries directly or indirectly owns, and at all times since January 1, 2020within the last three (3) years, neither Parent nor any of Parent’s Subsidiaries has directly or indirectly owned, beneficially or otherwise, any Company Common Stock or any securities, contracts or obligations convertible into or exchangeable for Company Common Stock.

Appears in 4 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Juniper Pharmaceuticals Inc), Agreement and Plan of Merger (Franklin UK Bidco LTD)

Not an Interested Stockholder. Neither Parent nor any of its “affiliates” or “associates” is, or has been since January 1, 2020within the three (3) years preceding the date hereof, an “interested stockholder” (in each case as such terms are defined in Section 203 of the DGCL) of the Company. Neither Parent nor any of Parent’s Subsidiaries directly or indirectly owns, and at all times since January 1, 2020within the last three (3) years, neither Parent nor any of Parent’s Subsidiaries has directly or indirectly owned, beneficially or otherwise, any Company Common Stock or any securities, contracts or obligations convertible into or exchangeable for Company Common Stock.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Deciphera Pharmaceuticals, Inc.), Agreement and Plan of Merger (Forma Therapeutics Holdings, Inc.), Agreement and Plan of Merger (Amag Pharmaceuticals, Inc.)

Not an Interested Stockholder. Neither Parent nor any of its “affiliates” or “associates” is, or has been since January 1, 2020within the last three (3) years, an “interested stockholder” (in each case as such terms are defined in Section 203 of the DGCL) of the Company. Neither Parent nor any of Parent’s Subsidiaries directly or indirectly owns, and at all times since January 1, 2020within the last three (3) years, neither Parent nor any of Parent’s Subsidiaries has directly or indirectly owned, beneficially or otherwise, any Company Common Stock or any securities, contracts or obligations convertible into or exchangeable for Company Common Stock. No vote of Parent’s equityholders is necessary to adopt this Agreement or to approve any of the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Hershey Co), Agreement and Plan of Merger (Amplify Snack Brands, INC)

Not an Interested Stockholder. Neither Parent nor any of its “affiliates” or “associates” is, immediately prior to the execution of this Agreement, or has been since January 1, 2020within the last three (3) years preceding the date hereof, an “interested stockholder” (in each case as such terms are defined in Section 203 of the DGCL) of the Company. Neither Parent nor any of Parent’s Subsidiaries directly or indirectly owns, and at all times since January 1, 2020, neither Parent nor any owns immediately prior to the execution of Parent’s Subsidiaries has directly or indirectly ownedthis Agreement, beneficially or otherwise, any Company Common Stock or any securities, contracts or obligations convertible into or exchangeable for Company Common Stock.

Appears in 1 contract

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

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Not an Interested Stockholder. Neither Parent nor any of its “affiliates” or “associates” is, or has been since January 1, 2020within the three (3) years preceding the date hereof, an “interested stockholder” (in each case as such terms are defined in Section 203 of the DGCL) of the Company. Neither Parent nor any of Parent’s Subsidiaries directly or indirectly owns, and at all times since January 1, 2020, neither Parent nor any of Parent’s Subsidiaries has directly or indirectly owned, beneficially or otherwise, any Company Common Stock or any securities, contracts or obligations convertible into or exchangeable for Company Common Stock.

Appears in 1 contract

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

Not an Interested Stockholder. Neither Parent nor any of its “affiliates” or “associates” is, or has been since January 1, 2020within the last three years, an “interested stockholder” (in each case as such terms are defined in Section 203 of the DGCL) of the Company. Neither Parent nor any of Parent’s Subsidiaries directly or indirectly owns, and at all times since January 1, 2020within the last three years, neither Parent nor any of Parent’s Subsidiaries has directly or indirectly owned, beneficially or otherwise, any Company Common Stock Shares or any securities, contracts or obligations convertible into or exchangeable for Company Common StockShares.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Xenoport Inc)

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