Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 53 contracts
Samples: Agreement and Plan of Merger (Ambrx Biopharma, Inc.), Agreement and Plan of Merger (Ambrx Biopharma, Inc.), Agreement and Plan of Merger (Icosavax, Inc.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any of the following securities, the following shall will occur:
Appears in 37 contracts
Samples: Agreement and Plan of Merger (Everbridge, Inc.), Agreement and Plan of Merger (Everbridge, Inc.), Agreement and Plan of Merger (Transphorm, Inc.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Acquisition Sub, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 35 contracts
Samples: Agreement and Plan of Merger (Ligand Pharmaceuticals Inc), Agreement and Plan of Merger (Aratana Therapeutics, Inc.), Agreement and Plan of Merger (Elanco Animal Health Inc)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any of the following securitiessecurities described in this Section 2.7, the following shall will occur:
Appears in 24 contracts
Samples: Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Haynes International Inc), Agreement and Plan of Merger (Haynes International Inc)
Capital Stock. Upon Unless otherwise mutually agreed by the Parties or by Parent and the applicable holder, upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any of the following securities, the following shall will occur:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (New Relic, Inc.), Agreement and Plan of Merger (Tessco Technologies Inc), Agreement and Plan of Merger (Cloudera, Inc.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any of the following securities, the following shall occur:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Shockwave Medical, Inc.), Agreement and Plan of Merger (Reata Pharmaceuticals Inc), Agreement and Plan of Merger (Biogen Inc.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of ParentNewco, Merger Sub, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Vista Equity Partners Fund III LP), Agreement and Plan of Merger (Sumtotal Systems Inc), Agreement and Plan of Merger (Acxiom Corp)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at and as of the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Acquisition Sub, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (3PAR Inc.), Agreement and Plan of Merger (Hewlett Packard Co), Agreement and Plan of Merger (Hewlett Packard Co)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any of the following securitiessecurities of Parent, Merger Sub or the following shall occurCompany:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Fuller Max L), Agreement and Plan of Merger (Knight-Swift Transportation Holdings Inc.), Agreement and Plan of Merger (Us Xpress Enterprises Inc)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Merger Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Acquisition Sub, the Company, or the holders of any of the following securities, subject to Section 2.07(b) and any applicable withholding Tax, the following shall occur:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Brookfield Property Partners L.P.), Agreement and Plan of Merger (Brookfield Asset Management Inc.), Agreement and Plan of Merger (GGP Inc.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any of the following securitiessecurities of Parent, Merger Sub, or the following shall occurCompany:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vepf Vii SPV I, L.P.), Agreement and Plan of Merger (KnowBe4, Inc.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of LKQ, Parent, Merger Acquisition Sub, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (LKQ Corp), Agreement and Plan of Merger (Coast Distribution System Inc)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of ParentBBX Intermediate, Merger Sub, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Black Box Corp)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, or the holders of any of the following securitiessecurities of the Company or Merger Sub, the following shall occur:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Valley Telephone Co., LLC), Agreement and Plan of Merger (Knology Inc)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any securities or other capital stock of Parent, Merger Sub or the following securitiesCompany, the following shall will occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Innophos Holdings, Inc.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Company Merger Effective Time, by virtue of the Company Merger and without any action on the part of Parent, Company Merger Sub, the Company, Company or the holders of any of the following securities, the following shall will occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fathom Digital Manufacturing Corp)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, if any, by virtue of the Merger and without any action on the part of Parent, Merger Acquisition Sub, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Graftech International LTD)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Parties or the holders of any of the following securitiessecurities described in this Section 2.7(a), the following shall will occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Atlas Technical Consultants, Inc.)
Capital Stock. Upon Unless otherwise mutually agreed by the Parties or by Parent and the applicable holder, upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, any Party or the holders of any of the following securities, the following shall will occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger
Capital Stock. Upon the terms and subject to the conditions set forth in this AgreementAgreement (including Section 2.12), at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any of the following securities, the following shall will occur:
Appears in 1 contract
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Proton Parent, Merger Sub, the Company, Company or the holders of any of the following securitiessecurities described in this Section 2.7, the following shall will occur:
Appears in 1 contract
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the First Merger and without any action on the part of Parent, Merger SubSub 1, Merger Sub 2, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 1 contract
Capital Stock. Upon Subject to the terms and subject conditions of this Agreement (including the reduction for the Escrow Amount contemplated pursuant to the conditions set forth in this AgreementSection 6.2), at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any shares of capital stock of the following securitiesCompany, the following shall occur:
Appears in 1 contract
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreementherein, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, Sub or the Company, or the holders of any of the following securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dakota Growers Pasta Co Inc)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of ParentInvestor, Merger Acquisition Sub, the Company, or the holders of any of the following securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Omnivision Technologies Inc)
Capital Stock. Upon Unless otherwise mutually agreed by the Parties or by Parent and the applicable holder, upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any of the following securitiesEquity Interests, the following shall will occur:
Appears in 1 contract
Capital Stock. Upon To effectuate the terms Merger, and subject to the terms and conditions set forth in of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Merger Sub or the holders of any of the following securities, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Oneida Resources Corp.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the CompanyParties, or the holders of any securities of the following securitiesCompany or Merger Sub, the following shall occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Medidata Solutions, Inc.)
Capital Stock. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Acquisition Sub, the Company, Company or the holders of any of the following securities, the following shall will occur:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sierra Oncology, Inc.)
Capital Stock. Upon Subject to the terms and subject to the conditions set forth in of this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, Company or the holders of any shares of Capital Stock of the following securitiesCompany, the following shall occur:
Appears in 1 contract
