Common use of Treatment of Unexchanged Shares Clause in Contracts

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h), until the surrender of such Certificate in accordance with this Article II. Subject to abandoned property, escheat, Tax or other applicable Law, following surrender of any such Certificate, there shall be paid to the holder of the shares of Parent Common Stock issued in exchange therefor (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Parent Common Stock to which such holder is entitled pursuant to Section 2.03(h) and the amount of dividends or other distributions with a record date after the Effective Time previously paid with respect to such whole shares of Parent Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Parent Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Penn Virginia Corp), Agreement and Plan of Merger (Denbury Resources Inc)

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Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent Southwest Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Southwest Common Stock issuable deliverable upon surrender thereof, and no cash payment in lieu of fractional shares of Southwest Common Stock shall be paid to any such holder pursuant to Section 2.03(h2.5(e), until the surrender of such Certificate in accordance with this Article ARTICLE II. Subject to abandoned property, escheat, Tax escheat or other applicable Law, following surrender of any such Certificate, there shall be paid to the holder of the shares of Parent Common Stock issued in exchange therefor Certificate, without interest, (i) at the time of such surrender, the amount of any cash due pursuant to Section 2.1, cash payable in lieu of a fractional share of Parent Southwest Common Stock to which that such holder is entitled has the right to receive pursuant to Section 2.03(h) 2.5(e), and the amount of dividends or other distributions with a record date after the Effective Time previously theretofore paid with respect to such number of whole shares of Parent Southwest Common Stock that such holder has the right to receive pursuant to Section 2.1(c) and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such number of whole shares of Parent Southwest Common StockStock that such holder has the right to receive pursuant to Section 2.1(c).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Airtran Holdings Inc), Agreement and Plan of Merger (Southwest Airlines Co)

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent Common Stock with a record date on or after the Effective Time shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h2.02(e), until the surrender of such Certificate in accordance with this Article II. Subject to abandoned property, escheat, Tax or other applicable Law, following surrender of any such Certificate, there shall be paid to the holder of the Certificate representing whole shares of Parent Common Stock issued in exchange therefor therefor, without interest, (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Parent Common Stock to which such holder is entitled pursuant to Section 2.03(h2.02(e) and the amount of dividends or other distributions with a record date after the Effective Time previously theretofore paid with respect to such whole shares of Parent Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Parent Common Stock.

Appears in 2 contracts

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

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h2.05(f), until the surrender of such Certificate in accordance with this Article II‎Article 2. Subject to abandoned property, escheat, Tax or other applicable Applicable Law, following surrender of any such Certificate, there shall be paid to the holder of the shares of Parent Common Stock issued in exchange therefor (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Parent Common Stock to which such holder is entitled pursuant to Section 2.03(h‎Section 2.05(f) and the amount of dividends or other distributions with a record date after the Effective Time previously paid with respect to such whole shares of Parent Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Potlatchdeltic Corp)

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent UTG Common Stock with a record date on or after the Effective Time shall be paid to the holder of any unsurrendered Acap Certificate with respect to the shares of Parent UTG Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h1.07(d), until the surrender of such Acap Certificate in accordance with this Article II. I. Subject to abandoned property, escheat, Tax tax or other applicable Lawlaw, following surrender of any such Acap Certificate, there shall be paid to the holder of the Certificate representing whole shares of Parent UTG Common Stock issued in exchange therefor therefor, without interest, (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Parent UTG Common Stock to which such holder is entitled pursuant to Section 2.03(h1.07(d) and the amount of dividends or other distributions with a record date after the Effective Time previously theretofore paid with respect to such whole shares of Parent UTG Common Stock Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Parent UTG Common Stock.

Appears in 1 contract

Samples: Agreement of Merger (Utg Inc)

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate with respect that was not surrendered prior to the shares of Parent Common Stock issuable upon surrender thereof, Effective Time (an “Unsurrendered Certificate,” and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h2.2(f), in each case, until the surrender of such Unsurrendered Certificate in accordance with this Article II. Subject to abandoned property, escheat, Tax escheat or other applicable Law, following surrender of any such Unsurrendered Certificate, there shall be paid to the holder of the shares of Parent Common Stock issued in exchange therefor thereof, without interest, (i) at the time of such surrender, (x) the amount of any cash payable in lieu of a fractional share of Parent Common Stock to which that such holder is entitled has the right to receive pursuant to Section 2.03(h2.2(f) and (y) the amount of dividends or other distributions with a record date after the Effective Time previously theretofore paid with respect to such the number of whole shares of Parent Common Stock issuable in exchange for such Unsurrendered Certificate under Section 2.1 and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such the number of whole shares of Parent Common StockStock issuable in exchange for such Unsurrendered Certificate under Section 2.1.

Appears in 1 contract

Samples: Agreement and Plan of Merger (RestorGenex Corp)

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent SJW Common Stock Shares with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Share with respect to the shares of Parent SJW Common Stock Shares issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h2.02(f), until the surrender of such Certificate or Book-Entry Share in accordance with this Article II. Subject to abandoned property, escheat, Tax or other applicable Law, following surrender of any such CertificateCertificate or Book-Entry Share, there shall be paid to the holder of the shares of Parent SJW Common Stock Shares issued in exchange therefor (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Parent SJW Common Stock Share to which such holder is entitled pursuant to Section 2.03(h2.02(f) and the amount of dividends or other distributions with a record date after the Effective Time previously paid with respect to such whole shares of Parent SJW Common Stock Shares and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Parent SJW Common StockShares.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SJW Group)

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Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent Potlatch Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Potlatch Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h2.02(f), until the surrender of such Certificate in accordance with this Article II2. Subject to abandoned property, escheat, Tax or other applicable Law, following surrender of any such Certificate, there shall be paid to the holder of the shares of Parent Potlatch Common Stock issued in exchange therefor (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Parent Potlatch Common Stock to which such holder is entitled pursuant to Section 2.03(h2.02(f) and the amount of dividends or other distributions with a record date after the Effective Time previously paid with respect to such whole shares of Parent Potlatch Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Parent Potlatch Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Potlatch Corp)

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent Weyerhaeuser Common Stock Shares with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Share with respect to the shares of Parent Weyerhaeuser Common Stock Shares issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h2.02(f), until the surrender of such Certificate or Book-Entry Share in accordance with this Article II. Subject to abandoned property, escheat, Tax or other applicable Law, following surrender of any such CertificateCertificate or Book-Entry Share, there shall be paid to the holder of the shares of Parent Weyerhaeuser Common Stock Shares issued in exchange therefor (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Parent Weyerhaeuser Common Stock Share to which such holder is entitled pursuant to Section 2.03(h2.02(f) and the amount of dividends or other distributions with a record date after the Effective Time previously paid with respect to such whole shares of Parent Weyerhaeuser Common Stock Shares and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Parent Weyerhaeuser Common StockShares.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Weyerhaeuser Co)

Treatment of Unexchanged Shares. No dividends or other distributions declared or made with respect to shares of Parent Potlatch Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Potlatch Common Stock issuable upon surrender thereof, and no cash payment in lieu of fractional shares shall be paid to any such holder pursuant to Section 2.03(h‎Section 2.02(f), until the surrender of such Certificate in accordance with this Article II‎Article 2. Subject to abandoned property, escheat, Tax or other applicable Law, following surrender of any such Certificate, there shall be paid to the holder of the shares of Parent Potlatch Common Stock issued in exchange therefor (i) at the time of such surrender, the amount of any cash payable in lieu of a fractional share of Parent Potlatch Common Stock to which such holder is entitled pursuant to Section 2.03(h‎Section 2.02(f) and the amount of dividends or other distributions with a record date after the Effective Time previously paid with respect to such whole shares of Parent Potlatch Common Stock and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such whole shares of Parent Potlatch Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Deltic Timber Corp)

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