Common use of Conversion of Company Common Stock Clause in Contracts

Conversion of Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Shares, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal Shares) shall be converted into the right to receive any of the following forms of consideration (the “Merger Consideration”):

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Energy Transfer Equity, L.P.), Agreement and Plan of Merger (Williams Companies Inc), Limited Liability Company Agreement (Energy Transfer Equity, L.P.)

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Conversion of Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Shares, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal Excluded Shares) shall automatically be converted into the right to receive any of the following forms of consideration (the “Merger Consideration”):consideration:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (North Pittsburgh Systems Inc), Agreement and Plan of Merger (North Pittsburgh Systems Inc), Agreement and Plan of Merger (Consolidated Communications Holdings, Inc.)

Conversion of Company Common Stock. Each Subject to Sections 2.01(b) and 2.02(f), each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares of Company Common Stock that are owned by stockholders (“Dissenting Stockholders”) who have made and not withdrawn a demand for appraisal rights in accordance with Section 262 of the Canceled SharesDGCL (each such share of Company Common Stock, an “Excluded Share” and, collectively, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal “Excluded Shares) shall be converted into the right to receive any of the following forms of consideration (the “Merger Consideration”):

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Cincinnati Bell Inc), Agreement and Plan of Merger (Hawaiian Telcom Holdco, Inc.), Agreement and Plan of Merger (Cincinnati Bell Inc)

Conversion of Company Common Stock. Each share common share, no par value, of Company (“Company Common Stock Stock”) issued and outstanding immediately prior to the Effective Time (other than the Canceled Shares, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal any Cancelled Shares) shall shall, subject to Section 2.8, be converted into the right to receive any of the following forms of consideration (the “Merger Consideration”):

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Capital Bank Financial Corp.), Agreement and Plan of Merger (Capital Bank Financial Corp.), Agreement and Plan of Merger (Southern Community Financial Corp)

Conversion of Company Common Stock. Each Subject to Sections 2.01(b), 2.01(g) and 2.02(i), each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shall, by virtue of the Canceled SharesMerger and without any action on the part of the Company, the Subsidiary-Owned Parent Entities, Sub or the holder of any shares of Company Shares andCapital Stock, except as provided in Section 2.01(g), the Appraisal Shares) shall be converted into the right to receive any of the following forms of consideration (collectively, the “Merger Consideration”):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Reynolds American Inc), Agreement and Plan of Merger (British American Tobacco p.l.c.)

Conversion of Company Common Stock. Each share of the common stock, no par value of the Company (the “Company Common Stock Stock”), issued and outstanding immediately prior to the Effective Time (other than the Canceled any Cancelled Shares or Dissenting Shares) shall, the Subsidiary-Owned Company Shares and, except as provided in subject to Section 2.01(g3.01(g), the Appraisal Shares) shall be converted into the right to receive any of the following forms of consideration (the “Merger Consideration”):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mission Community Bancorp), Voting and Support Agreement (Heritage Oaks Bancorp)

Conversion of Company Common Stock. (i) Each share of common stock of the Company, par value $0.01 per share (the “Company Common Stock” and each share of Company Common Stock issued and Stock, a “Share”), outstanding immediately prior to the Effective Time (Time, other than the Canceled Shares, the Subsidiary-Owned Company any Cancelled Shares and, except (as provided in Section 2.01(ghereinafter defined), the Appraisal Shares) shall be automatically converted into the right to receive any of the following forms of consideration (the “Share Merger Consideration”):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Independence Realty Trust, Inc), Agreement and Plan of Merger (Trade Street Residential, Inc.)

Conversion of Company Common Stock. Each issued and outstanding share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Shares, the Subsidiary-Owned Company Shares and, except as provided shares to be cancelled in accordance with Section 2.01(g), the Appraisal 2.1(b) and Dissenting Shares) shall thereupon be converted into automatically into, and shall thereafter represent the right to receive any of receive, the following forms of consideration (collectively, the “Merger Consideration”):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Asset Acceptance Capital Corp), Agreement and Plan of Merger (Encore Capital Group Inc)

Conversion of Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Cancelled Shares, the Subsidiary-Owned Dissenting Shares and Company Shares and, except as provided in Section 2.01(gRestricted Stock), the Appraisal Shares) shall be converted into the right to receive the Per Share Parent Stock Consideration and any portion of the following forms Contingent Consideration that may be payable in respect of consideration (such share of Company Common Stock, each at the “Merger Consideration”):respective times and subject to the contingencies specified in Section 2.08. Each share of Company Restricted Stock shall be treated in accordance with Section 2.01(c).

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Avalo Therapeutics, Inc.)

Conversion of Company Common Stock. Each Subject to Section 2.03, each issued and outstanding share of Company Common Stock issued and outstanding immediately prior to the Effective Time (each, a “Share”), other than (i) any Shares held by any direct or indirect wholly owned Subsidiary of the Canceled Company (the “Remaining Shares, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal Shares(ii) any Cancelled Shares (as defined herein) and (iii) any Dissenting Shares (as defined herein), shall be converted automatically into and shall thereafter represent the right to receive any of the following forms of (together with any consideration (provided for in Section 2.01(e), the “Merger Consideration”):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Harman International Industries Inc /De/)

Conversion of Company Common Stock. Each share The shares of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Shares, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal Shares) shall automatically be converted and exchanged into the right to receive any of the following forms of consideration (the “Merger Consideration”):

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (R F Industries LTD)

Conversion of Company Common Stock. Each share of the common stock, no par value of Company (“Company Common Stock Stock”) issued and outstanding immediately prior to the Effective Time (other than the Canceled Sharesany Cancelled Shares or Dissenting Shares but including any restricted shares of Company Common Stock granted under a Company Stock Plan (each, the Subsidiary-Owned a “Company Shares andRestricted Share”)) shall, except as provided in subject to Section 2.01(g1.7(g), the Appraisal Shares) shall be converted into the right to receive any of the following forms of consideration (the “Merger Consideration”):

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Pactrust Bancorp Inc)

Conversion of Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Sharesincluding any shares of Company Common Stock held in a Company Benefit Plan or related trust, the Subsidiary-Owned Company Shares and, except as provided but excluding shares cancelled in accordance with Section 2.01(g1.8(b), the Appraisal Shares) shall be converted into and shall thereafter represent the right to receive any of the following forms of consideration (the “Merger Consideration”):consideration:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alexanders J Corp)

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Conversion of Company Common Stock. Each share of the common stock, no par value of Company (“Company Common Stock Stock”) issued and outstanding immediately prior to the Effective Time (other than the Canceled any Cancelled Shares or Dissenting Shares) shall, the Subsidiary-Owned Company Shares and, except as provided in subject to Section 2.01(g1.7(f), the Appraisal Shares) shall be converted into the right to receive any of the following forms of consideration (the “Merger Consideration”):

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Pactrust Bancorp Inc)

Conversion of Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Cancelled Shares, the Subsidiary-Owned any unvested shares issued any under a Company Shares and, except as provided in Section 2.01(g), the Appraisal Restricted Stock Award and any Dissenting Shares) shall be automatically converted into the right to receive any of the following forms of consideration (together, the "Merger Consideration"):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alliance Data Systems Corp)

Conversion of Company Common Stock. Each Except as otherwise provided ---------------------------------- in Section 2.01(a) or as provided in 2.01(d) with respect to shares of Company Common Stock as to which appraisal rights have been exercised, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Shares, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal Shares) shall be converted into the right to receive any of from the Surviving Corporation following forms of consideration the Merger an amount in cash equal to $18.50 (the "Merger Consideration”):").

Appears in 1 contract

Samples: Agreement and Plan of Merger (Banctec Inc)

Conversion of Company Common Stock. Each (i) Subject to Section 2.7 with respect to Dissenting Shares, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Shares, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal Excluded Shares) shall be converted into the right to receive any of the following forms of consideration (collectively, the “Merger Consideration”):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ivanhoe Energy Inc)

Conversion of Company Common Stock. Each share of Company Common Stock Share issued and outstanding immediately prior to the Effective Time (other than the Canceled Shares, the Subsidiary-Owned Company any Cancelled Shares and, except as provided in Section 2.01(g), the Appraisal or Dissenting Shares) shall be converted into the right to receive any of the following forms of aggregate consideration (the “Merger Consideration”):), provided that the Merger Consideration shall only be delivered on such terms and on such dates as set forth in Section 1.8:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Banc of California, Inc.)

Conversion of Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the any Canceled Shares, the Subsidiary-Owned Company Shares and, except as provided in Section 2.01(g), the Appraisal and any Dissenting Shares) shall be converted into the right to receive any of the following forms of consideration (the “Merger Consideration”):receive:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Par Petroleum Corp/Co)

Conversion of Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Dissenting Shares, the Subsidiary-Owned Company Shares andas defined below, except which shall be treated as provided set forth in Section 2.01(g), the Appraisal Shares2.3 below) shall be converted automatically into the right to receive any the following consideration (the aggregate amount of consideration payable to holders of Company Common Stock (the “Company Stockholders”) upon consummation of the following forms of consideration (Merger is referred to in this Agreement as the “Merger Consideration”):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cascade Sled Dog Adventures Inc)

Conversion of Company Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than the Canceled Cancelled Shares, the Subsidiary-Owned any unvested shares issued any under a Company Shares and, except as provided in Section 2.01(g), the Appraisal Restricted Stock Award and any Dissenting Shares) shall be automatically converted into the right to receive any of the following forms of consideration (together, the “Merger Consideration”):

Appears in 1 contract

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

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