Cancellation and Conversion of Shares. Each share of Pameco Delaware Common Stock issued and outstanding to Pameco Georgia shall be cancelled and retired for no consideration and resume the status of authorized and issued shares of Pameco Delaware Common Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder thereof, (a) each three shares of Pameco Georgia Common Stock outstanding immediately prior to the Effective Time shall be changed and converted into and shall be one fully paid and non-assessable share of Pameco Delaware Common Stock (the "Reverse Stock Split"), and (b) each share of Georgia Series A Preferred Stock outstanding, immediately prior to the Effective Time shall be changed and converted into and shall be one fully paid and non-assessable share of Delaware Series A Preferred Stock (with the Reverse Stock Split, collectively the "Conversion"). All certificates of a single holder of Pameco Georgia Common Stock and Georgia Series A Preferred will be aggregated (respectively) for the purpose of the Conversion.
Cancellation and Conversion of Shares. At the Effective Time, as a result of the Merger and without any action on the part of the Company, Parent, Merger Subsidiary or any other shareholders of the Company:
Cancellation and Conversion of Shares. 1.5. Certificate of Incorporation.
Cancellation and Conversion of Shares. At the Effective Time, by virtue of the Merger, all of the issued and outstanding shares of capital stock of each Holdco shall be cancelled and converted into the right to receive cash and shares of common stock of the Parent, as set forth more fully in Section 2.1. The issued and outstanding shares of capital stock of Merger Sub shall remain issued and outstanding and held by the Parent immediately following the Merger.
Cancellation and Conversion of Shares. At the Effective Time, each common share, without par value, of DHO issued and outstanding immediately prior to the Effective Time (the "DHO Shares") shall, by virtue of the Merger and without any action on the part of the holder of the DHO Shares, be cancelled. Further, by virtue of the Merger and without any action on the part of the holder of the shares of Common Stock, without par value, of Diamond-Hill Florida (the "Diamond Hill-Florida Shares"), each Diamond Hill-Florida share issued and outstanding immediately prior to the Effective Time shall be converted into one fully paid and nonassessable common share, without par value, of the Surviving Corporation (the "Surviving Corporation Shares"), and each fractional Diamond Hill-Florida Share shall be converted into such fractional Surviving Corporation Share, which such Surviving Corporation Shares shall thereafter constitute all of the issued and outstanding capital stock of the Surviving Corporation.
Cancellation and Conversion of Shares. At the Effective Time, each common share, par value $0.15 per share, of Gas Natural issued and outstanding immediately prior to the Effective Time (the “Gas Natural Shares”) shall, by virtue of the Merger and without any action on the part of the holder of the Gas Natural Shares, be cancelled. Further, by virtue of the Merger and without any action on the part of the holders of the shares of Common Stock, par value $0.15 per share, of Energy, Inc. (the “Energy, Inc. Shares”), each Energy, Inc. Share issued and outstanding immediately prior to the Effective Time shall be converted into one fully paid and nonassessable common share, par value $0.15 per share, of the Surviving Corporation (the “Surviving Corporation Shares”), and each fractional Energy, Inc. Share shall be converted into such fractional Surviving Corporation Share, which such Surviving Corporation Shares shall thereafter constitute all of the issued and outstanding capital stock of the Surviving Corporation.
Cancellation and Conversion of Shares. At the Effective Time, each of the issued and outstanding shares of common stock of SD that are owned by SPG, by virtue of the Merger and without any action on the part of the holder thereof, shall be extinguished and canceled automatically, without any payment or other distribution in respect thereof. At the Effective Time, each of the issued and outstanding shares of common stock of SD that are owned by holders other than SPG, by virtue of the Merger and without any action on the part of the holder thereof, automatically shall be converted into and become the right to receive the "Merger Consideration." The Merger Consideration shall be in the amount of One Thousand and No/100 Dollars ($1,000.00).
Cancellation and Conversion of Shares. Subject to Sections 1.10, 1.11, and 1.12, at the Effective Time, by virtue of the Merger and without any further action on the part of Parent, Merger Sub, the Company, the stockholders of the Company or any other Person:
Cancellation and Conversion of Shares. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any stock or securities of Brim or Carryco:
Cancellation and Conversion 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 common stock, par value $0.01 per share, of the Company (the “Company Common Stock” and, together with the Company Preferred Stock, the “Company Capital Stock”) or any shares of capital stock of Acquisition Co:
