Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser.
Appears in 24 contracts
Samples: Agreement and Plan of Merger (CinCor Pharma, Inc.), Agreement and Plan of Merger (F-Star Therapeutics, Inc.), Agreement and Plan of Merger (Turning Point Therapeutics, Inc.)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Contemplated Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of PurchaserContemplated Transactions.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Applied Genetic Technologies Corp), Agreement and Plan of Merger (AutoWeb, Inc.), Agreement and Plan of Merger (AutoWeb, Inc.)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned subsidiary Subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Adamas Pharmaceuticals Inc), Agreement and Plan of Merger (Supernus Pharmaceuticals, Inc.), Agreement and Plan of Merger (Five Prime Therapeutics, Inc.)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto transactions contemplated hereby and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formationtransactions contemplated hereby. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.), Agreement and Plan of Merger (Amgen Inc), Agreement and Plan of Merger (Anadys Pharmaceuticals Inc)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formationTransactions. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Onvia Inc), Agreement and Plan of Merger (Rightside Group, Ltd.), Agreement and Plan of Merger (Anadigics Inc)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned (direct or indirect) subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Pacira BioSciences, Inc.), Agreement and Plan of Merger (Flexion Therapeutics Inc), Agreement and Plan of Merger (Dova Pharmaceuticals Inc.)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged engaged, and prior to the Effective Time will not engage, in any business activities or conducted any operations other than in connection with the Transactions and those incident to its Purchaser’s formation. Either Parent or a wholly owned subsidiary Subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser, free and clear of all Encumbrances, except for transfer restrictions of general applicability as may be provided under the Securities Act or applicable securities laws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.), Agreement and Plan of Merger (Checkmate Pharmaceuticals, Inc.)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of PurchaserPurchaser free and clear of all Encumbrances.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (J2 Global, Inc.), Agreement and Plan of Merger (Everyday Health, Inc.)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto transactions contemplated hereby and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formationtransactions contemplated hereby. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock voting securities of Purchaser.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Altair Engineering Inc.), Agreement and Plan of Merger (Datawatch Corp)
Purchaser. (a) Purchaser was formed solely for the purpose of engaging in the Offer, the Merger and the other Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations operations, in each case since the date of its incorporation, other than in connection with the Transactions Offer, the Merger and those incident to its formation. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaserother Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (EQT Corp), Agreement and Plan of Merger (Trans Energy Inc)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned subsidiary (direct or indirect) Subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Oyster Point Pharma, Inc.)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser.
Appears in 1 contract
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its Purchaser’s formation. Either Parent or a A wholly owned subsidiary Subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser, free and clear of all Encumbrances and transfer restrictions, except for Permitted Encumbrances.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Constellation Pharmaceuticals Inc)
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto transactions contemplated hereby and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formationtransactions contemplated hereby. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all a majority of the outstanding capital stock voting securities, constituting a majority of the voting power, of Purchaser.
Appears in 1 contract
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto transactions contemplated hereby and has not engaged in any business activities or conducted any operations operations, does not have any assets and does not have any liabilities, in each case other than in connection with as contemplated hereby. Parent is the Transactions legal and those incident to its formation. Either Parent or a wholly owned subsidiary beneficial owner of Parent owns beneficially and of record all of the issued and outstanding shares of Purchaser. All of the outstanding shares of capital stock of PurchaserPurchaser have been duly authorized and validly issued, and are fully paid and nonassessable and not subject to any preemptive rights.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dade Behring Holdings Inc)
Purchaser. Purchaser was will be formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has will not have engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned subsidiary of Parent owns shall own beneficially and of record all of the outstanding capital stock of Purchaser.
Appears in 1 contract
Purchaser. Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its Purchaser’s formation. Either Parent or a wholly owned subsidiary Subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser, free and clear of all Encumbrances and transfer restrictions, except for such Encumbrances and transfer restrictions of general applicability as may be provided under the Securities Act or other applicable securities laws.
Appears in 1 contract
