Examples of Consolidation Consideration in a sentence
On the Effective Date, Parent or Parent Bank will have all funds necessary to consummate the Consolidation and pay the aggregate Consolidation Consideration to holders of Company Common Stock pursuant to Section 3.01(a) hereof.
If any holder of any Dissenting Shares shall effectively withdraw or lose his dissenter’s rights under the applicable provisions of the NBA, each such Dissenting Share shall be converted into the right to receive the Consolidation Consideration in accordance with the provisions of this Article III.
Prior to the execution of this Agreement, the Company Board has received a written opinion from the Company Financial Advisor to the effect that as of the date hereof the Consolidation Consideration is fair to the holders of Company Common Stock from a financial point of view.
The exchange of Sunbelt Common Stock for the Consolidation Consideration shall take place as set forth in Section 1.11 of the Agreement.
If any holder of Dissenting Shares shall fail to perfect or shall have effectively withdrawn or lost the right to dissent, the Dissenting Shares held by such holder shall thereupon be treated as though such Dissenting Shares had been converted into the right to receive the aggregate Consolidation Consideration to which such holder would be entitled pursuant to Section 2.4(a) hereof.
Any portion of the Exchange Fund which remains undistributed to the former stockholders or warrant holders of SCVE for one (1) year after the Effective Time shall be delivered to Bancorp, upon demand, and any holders of SCVE Common Stock, SCVE Preferred Stock or Converted Warrants who have not theretofore complied with this Article II shall thereafter look only to Bancorp for payment of their claim for the Consolidation Consideration or Warrant Consideration, as applicable to which they might be entitled.
Subject to Section 2.2(e), each issued and outstanding share of Geon Common Stock (other than shares to be canceled in accordance with Section 2.1(a) or converted in accordance with Section 2.1(d)) will be converted into the right to receive two (the "Geon Exchange Ratio") fully paid and nonassessable Resulting Corporation Shares (the "Geon Consolidation Consideration," and together with the Hannx Xxxsolidation Consideration, the "Consolidation Consideration").
At the Effective Time, Parkvale or Parkvale Bank will have sufficient cash funds to pay the aggregate Consolidation Consideration and will use such funds for the payment of the Consolidation Consideration subject to the completion of the Transactions in accordance with the terms of this Agreement.
BOS and Bancorp shall have delivered to the Exchange Agreement for delivery to the holders of SCVE Common Stock, the holders of SCVE Preferred Stock, and the holders of Converted Warrants, the Consolidation Consideration and the Warrant Consideration in accordance with Section 2.2(a) not later than one (1) Business Day prior to the Closing Date.
Each share of Converted Company Common Stock, excluding (i) Treasury Stock and (ii) Dissenters’ Shares, issued and outstanding immediately prior to the Effective Time shall become and be converted into the right to receive the Consolidation Consideration.