Adjustment of Merger Consideration. If, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Common Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjusted.
Appears in 8 contracts
Samples: Merger Agreement (Aavid Thermal Technologies Inc), Merger Agreement (Summit Petroleum Corp), Agreement and Plan of Merger (Tambrands Inc)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Common Stock or Parent Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Exchange Ratio and Cash Consideration shall be appropriately adjusted.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (DRS Technologies Inc), Agreement and Plan of Merger (DRS Technologies Inc), Merger Agreement (DRS Technologies Inc)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Company Common Stock shall have been changed into a different number of shares or of a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration and any other number or amount which is based upon the number of shares of Company Common Stock shall be appropriately adjusted.
Appears in 5 contracts
Samples: Merger Agreement (BNP Paribas), Merger Agreement (Westerbeke Corp), Merger Agreement (International Specialty Products Inc /New/)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Common Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjustedadjusted to eliminate the effects of that event.
Appears in 4 contracts
Samples: Merger Agreement (Cherry Peter B & Cherry Family Group), Merger Agreement (Trigen Energy Corp), Merger Agreement (Suez Lyonnaise Des Eaux)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Common Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjusted.
Appears in 4 contracts
Samples: Merger Agreement (Marcam Solutions Inc), Merger Agreement (Marcam Solutions Inc), Merger Agreement (M Acquisition Corp)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Company Common Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration and any other number or amount which is based upon the number of shares of Company Common Stock shall be appropriately adjusted.
Appears in 3 contracts
Samples: Merger Agreement (Td Banknorth Inc.), Merger Agreement (Toronto Dominion Bank), Merger Agreement (Toronto Dominion Bank)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement hereof but prior to the Effective Time, the outstanding shares of Parent Common Stock or Company Common Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Standard Consideration, the Standard Cash Consideration and the Stock Consideration shall be appropriately adjusted.
Appears in 2 contracts
Samples: Merger Agreement (K N Energy Inc), Merger Agreement (Sempra Energy)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Common Stock Shares shall have been changed into a different number of shares or shares of a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration and the Option Consideration shall be appropriately adjustedadjusted to take into account the effects of any such event.
Appears in 2 contracts
Samples: Merger Agreement (Nevada Chemicals Inc), Merger Agreement (OCM Principal Opportunities Fund IV, LP)
Adjustment of Merger Consideration. IfIn the event that, ---------------------------------- subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Common Stock Shares shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjusted.
Appears in 2 contracts
Samples: Merger Agreement (Dupont E I De Nemours & Co), Merger Agreement (Dupont E I De Nemours & Co)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Common Stock Shares shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjusted.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Merck & Co Inc), Merger Agreement (Merck & Co Inc)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Company Common Stock shall have been changed into issued and outstanding shall, through a different number of shares or a different class as a result of a reorganization, recapitalization, reclassification, stock dividend, stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization split or other similar transactionchange in the capitalization of the Company, increase or decrease in number or be changed into or exchanged for a different kind or number of securities, then an appropriate and proportionate adjustment shall be made to the Merger Consideration shall be appropriately adjustedConsideration.
Appears in 1 contract
Samples: Merger Agreement (Price Legacy Corp)
Adjustment of Merger Consideration. IfIn the event that, ---------------------------------- subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Common Stock or Parent Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Exchange Ratio and Cash Consideration shall be appropriately adjusted.
Appears in 1 contract
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective TimeAgreement, the outstanding shares of Parent Class A Common Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration number of shares and share prices described in this Agreement or the Employment Agreement shall be appropriately adjusted.. [signature page follows]
Appears in 1 contract
Adjustment of Merger Consideration. If, subsequent to the date of ---------------------------------- this Agreement but prior to the Effective Time, the outstanding shares of Common Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjusted.
Appears in 1 contract
Adjustment of Merger Consideration. If, subsequent to In the event of any change in the Buyer Common Stock between the date of this Agreement but prior to and the Effective Time, the outstanding shares Time by reason of Common Stock shall have been changed into a different number of shares or a different class as a result of a any stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchangemerger, recapitalization consolidation, exchange of Buyer Common Stock or other similar transactionthe like, the Per Share Merger Consideration and the other terms set forth in this Agreement shall be appropriately adjustedadjusted if and as appropriate.
Appears in 1 contract
Adjustment of Merger Consideration. If, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Company Common Stock shall have been changed into a different number of shares or a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjustedadjusted so that the aggregate amount payable pursuant to this Agreement shall not have increased or decreased as a result of such adjustment.
Appears in 1 contract
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Company Common Stock shall have been changed into a different number of shares or of a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjusted.
Appears in 1 contract
Samples: Merger Agreement (Mikasa Inc)
Adjustment of Merger Consideration. IfIn the event that, subsequent to the date of this Agreement but prior to the Effective Time, the outstanding shares of Company Common Stock shall have been changed into a different number of shares or shares of a different class as a result of a stock split, reverse stock split, stock dividend, subdivision, reclassification, split, combination, exchange, recapitalization or other similar transaction, the Merger Consideration shall be appropriately adjustedadjusted in order to take into account such change.
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