Merger Consideration Exchange Procedures Clause Samples
The "Merger Consideration; Exchange Procedures" clause defines how shareholders of a company being acquired will receive payment or new securities in exchange for their existing shares as part of a merger. It typically outlines the type and amount of consideration—such as cash, stock, or a combination—that each shareholder is entitled to, and describes the steps shareholders must follow to surrender their old shares and receive the new consideration. This clause ensures a clear and orderly process for exchanging shares, minimizing confusion and disputes during the merger transaction.
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Merger Consideration Exchange Procedures. Merger Consideration 13 Section 3.2 Rights As Unitholders; Unit Transfers 14 Section 3.3 Exchange of Certificates 14 Section 3.4 Anti-Dilution Provisions 18 Section 3.5 Midstream LTIP Restricted Common Units and Phantom Units 18 Section 3.6 Tax Characterization of Merger 19
Merger Consideration Exchange Procedures. 8 3.01. Merger Consideration.....................................8 3.02. Rights as Stockholders; Stock Transfers..................9
Merger Consideration Exchange Procedures. 13 Section 3.1 Merger Consideration 13 Section 3.2 Rights as Partnership Unitholders; Common Unit Transfers 14 Section 3.3 Exchange of Certificates and Book-Entry Units 15 Section 3.4 No Dissenters’ Rights 18 Section 3.5 Anti-Dilution Provisions 18 Section 3.6 Treatment of Awards 18
Merger Consideration Exchange Procedures. 4 2.1 Conversion of Shares; Exchange of Shares.............................. 4 2.2
Merger Consideration Exchange Procedures. AHGP Unitholder Consideration 11 Section 4.2 Rights As Unitholders; Unit Transfers 12 Section 4.3 Exchange Procedures 12 Section 4.4 Anti-Dilution Provisions 15 Section 4.5 Treatment of Deferred Equity Awards 15
Merger Consideration Exchange Procedures. 9 Section 3.01 Merger Consideration.................................................................. 9 Section 3.02 Determination and Adjustment of Acquisition Amount and Exchange Ratio................. 10 Section 3.03
Merger Consideration Exchange Procedures. Merger Consideration. 9 Section 3.2 Rights As Unitholders; Unit Transfers. 9 Section 3.3 Exchange Procedures. 10
Merger Consideration Exchange Procedures. Section 2.01 Merger Consideration. 4 Section 2.02 Adjustment of Merger Consideration for Tangible Equity Capital. 5 Section 2.03 Election Procedures. 7 Section 2.04 SCSG Stock-Based Awards. 10
Merger Consideration Exchange Procedures. HOLDINGS EXCHANGE AND CONTRIBUTION 10 SECTION 3.2 HOLDINGS UNITHOLDER CONSIDERATION 11 SECTION 3.3 RIGHTS AS UNITHOLDERS; UNIT TRANSFERS 11 SECTION 3.4 EXCHANGE OF CERTIFICATES 12 SECTION 3.5 ANTI-DILUTION PROVISIONS 15 SECTION 3.6 UNIT OPTIONS AND RESTRICTED UNITS 15 SECTION 4.1 ORDINARY COURSE 17 SECTION 4.2 EQUITY 17 SECTION 4.3 DISTRIBUTIONS; EQUITY CHANGES 17 SECTION 4.4 ACQUISITIONS AND DISPOSITIONS 18 SECTION 4.5 AMENDMENTS 18 SECTION 4.6 ACCOUNTING METHODS 18 SECTION 4.7 INSURANCE 18 SECTION 4.8 TAXES 18 SECTION 4.9 DEBT, CAPITAL EXPENDITURES AND THE LIKE 19 SECTION 4.10 NO DISSOLUTION 19 SECTION 4.11 ADVERSE ACTIONS 19 SECTION 4.12 AGREEMENTS 19
Merger Consideration Exchange Procedures. 10 3.1 Merger Consideration . . . . . . . . . . . . . . . . . . . . . 10 3.2 Rights as Stockholders; Stock Transfers. . . . . . . . . . . . 10 3.3