Conversion or Cancellation of Shares Sample Clauses

Conversion or Cancellation of Shares. The manner of converting or canceling shares of the Company and Merger Sub in the Merger shall be as follows:
AutoNDA by SimpleDocs
Conversion or Cancellation of Shares. At the Effective Time, by virtue of the Merger and without any action on the part of any shareholder:
Conversion or Cancellation of Shares. At the Effective ------------------------------------ Time, by virtue of the Merger and without any action on the part of the Merger Sub, the Company or the holders of any of the following securities:
Conversion or Cancellation of Shares. The manner of converting or canceling shares of the Company and Merger Sub in the Merger shall be as follows: (a) At the Effective Time, each Share issued and outstanding immediately prior to the Effective Time (other than Shares owned by Purchaser, Merger Sub or any other subsidiary of Purchaser (collectively, the "Purchaser Companies") or Shares which are held by stockholders ("Dissenting Stockholders") exercising appraisal rights pursuant to Section 262 of the DGCL) shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into the right to receive, without interest, an amount in cash equal to $17.10 or such greater amount which may be paid pursuant to the Offer (the "Merger Consideration"). All such Shares, by virtue of the Merger and without any action on the part of the holders thereof, shall no longer be outstanding and shall be canceled and retired and shall cease to exist, and each holder of a certificate representing any such Shares shall thereafter cease to have any rights with respect to such Shares, except the right to receive the Merger Consideration for such Shares upon the surrender of such certificate in accordance with Section 5.2 or the right, if any, to receive payment from the Surviving Corporation of the "fair value" of such Shares as determined in accordance with Section 262 of the DGCL. (b) At the Effective Time, each Share issued and outstanding at the Effective Time and owned by any of the Purchaser Companies, and each Share issued and held at the Effective Time in the Company's treasury, shall, by virtue of the Merger and without any action on the part of the holder thereof, cease to be outstanding, shall be canceled and retired without payment of any consideration therefor and shall cease to exist. (c) At the Effective Time, each share of Common Stock, par value $0.25 per share of Merger Sub issued and outstanding immediately prior to the Effective Time shall, by virtue of the Merger and without any action on the part of Merger Sub or the holders of such shares, be converted into one Share. 5.2.
Conversion or Cancellation of Shares. 8 (a) Conversion of Shares; Merger Consideration . . . . . . . . . . . . . . . . 8 (b)
Conversion or Cancellation of Shares. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares of CAC Common Stock:
Conversion or Cancellation of Shares. 10 3.02 Exchange of Certificates; Paying Agent . . . . . . . . . . . . . . 10 3.03
AutoNDA by SimpleDocs
Conversion or Cancellation of Shares. At the Effective Time, all the issued and outstanding shares of Common Stock, $.___ par value, of DCI ("DCI Common Stock") shall, by virtue of the Merger, be cancelled and converted into the right to receive shares of the capital stock of SKYLYNX, as follows:
Conversion or Cancellation of Shares. At the Effective Time, the issued and outstanding shares of Common Stock of Vairex ("Vairex Common Stock") and the issued and outstanding shares of Preferred Stock of Vairex ("Vairex Preferred Stock") (the Vairex Common and Preferred Stock may collectively be referred to as the "Vairex Stock") shall, by virtue of the Merger, be cancelled and converted into shares of the capital stock of Guardian, as follows:
Conversion or Cancellation of Shares. 5.1 Securities to be issued on Effective Date of Merger. On the Effective Date of the Merger:
Time is Money Join Law Insider Premium to draft better contracts faster.