Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 33 contracts
Samples: Agreement and Plan of Merger (Acorn International, Inc.), Merger and Sponsorship Transaction Agreement (TerraForm Power, Inc.), Agreement and Plan of Merger (Genworth Financial Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Common Stock, or securities convertible or exchangeable into or exercisable for Shares shares of Common Stock, issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Chiron Corp), Agreement and Plan of Merger (Merck & Co Inc), Agreement and Plan of Merger (Novartis Ag)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Company Common Stock or securities convertible or exchangeable into or exercisable for Shares shares of Company Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (NextWave Wireless Inc.), Agreement and Plan of Merger (SGX Pharmaceuticals, Inc.), Voting Agreement (Iomai Corp)
Adjustments to Prevent Dilution. (a) In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Dte Energy Co), Agreement and Plan of Merger (MCN Energy Group Inc), Agreement and Plan of Merger (MCN Energy Group Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Company Common Stock or securities convertible or exchangeable into or exercisable for Shares shares of Company Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Computer Associates International Inc), Agreement and Plan of Merger (Concord Communications Inc), Agreement and Plan of Merger (Niku Corp)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Blount International Inc), Agreement and Plan of Merger (Jones Group Inc), Agreement and Plan of Merger (Wolverine World Wide Inc /De/)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably ratably adjusted.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Dyax Corp), Agreement and Plan of Merger (Shire PLC), Agreement and Plan of Merger (Optimer Pharmaceuticals Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares Shares, or securities convertible or exchangeable into or exercisable for Shares Shares, issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Common Stock Merger Consideration or the Preferred Stock Merger Consideration, as the case may be, shall be equitably adjustedadjusted to reflect such change.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cingular Wireless LLC), Agreement and Plan of Merger (Cingular Wireless LLC), Agreement and Plan of Merger (SBC Communications Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Offer Price and the Per Share Merger Consideration shall be equitably adjusted.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Idenix Pharmaceuticals Inc), Agreement and Plan of Merger (Genlyte Group Inc), Agreement and Plan of Merger (Varsity Group Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Datalink Corp), Agreement and Plan of Merger (Insight Enterprises Inc), Agreement and Plan of Merger (American Safety Insurance Holdings LTD)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, offer or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Command Security Corp), Agreement and Plan of Merger (Vertrue Inc), Agreement and Plan of Merger (Life Sciences Research Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, merger or other similar extraordinary transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Boston Communications Group Inc), Agreement and Plan of Merger (Stealth Acquisition Corp.), Agreement and Plan of Merger (Safenet Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Common Stock or securities convertible or exchangeable into or exercisable for Shares Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Offer Price and the Per Share Merger Consideration shall be equitably adjusted.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Mitsubishi Ufj Financial Group Inc), Agreement and Plan of Merger (Unionbancal Corp), Agreement and Plan of Merger (Bank of Tokyo - Mitsubishi Ufj, LTD)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Common Shares or securities convertible or exchangeable into or exercisable for Common Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rf Monolithics Inc /De/), Agreement and Plan of Merger (Commscope Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change, and as so adjusted shall, from and after the date of such event be, the Per Share Merger Consideration.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Dimensional Associates, LLC), Agreement and Plan of Merger (Orchard Enterprises, Inc.)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Company Common Stock or securities convertible or exchangeable into or exercisable for Shares Company Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Constellation Energy Group Inc), Agreement and Plan of Merger (Midamerican Energy Holdings Co /New/)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, merger or other similar extraordinary transaction, the Merger Consideration and Per Share Merger Consideration Amount shall each be equitably adjusted.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Titanium Asset Management Corp), Agreement and Plan of Merger (X Rite Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares Shares, or securities convertible or exchangeable into or exercisable for Shares Shares, issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Reed Elsevier PLC), Agreement and Plan of Merger (Choicepoint Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, offer or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted, without duplication, to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zoltek Companies Inc), Agreement and Plan of Merger (TPC Group Inc.)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares Company Shares, or securities convertible or exchangeable into or exercisable for Shares Company Shares, issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cotherix Inc), Agreement and Plan of Merger (Actelion US Holding CO)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Offer Price and the Per Share Merger Consideration shall be equitably appropriately and proportionately adjusted.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Viking Systems Inc), Agreement and Plan of Merger (Conmed Corp)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Common Stock or securities convertible or exchangeable into or exercisable for Shares Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Offer Price and the Share Merger Exchange Consideration shall be equitably adjusted.
Appears in 2 contracts
Samples: Agreement and Plan (Res Care Inc /Ky/), Agreement and Plan of Share (Res Care Inc /Ky/)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Common Shares or Preferred Shares or securities convertible or exchangeable into or exercisable for Common Shares or Preferred Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration and Preferred Merger Consideration shall be equitably adjustedadjusted to reflect such change.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Francisco Partners II LP), Agreement and Plan of Merger (Quadramed Corp)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Company Common Stock, or securities convertible or exchangeable into or exercisable for Shares shares of Company Common Stock, issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offersubdivision, or other similar transaction, the Per Share Merger Consideration shall will be equitably adjustedadjusted to reflect such change.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wayne Bancorp Inc /Oh/), Agreement and Plan of Merger (National Processing Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend dividend, distribution or distributiondivision, recapitalization, merger, issuer tender offer or issuer exchange offer, offer or other similar transaction, the Offer Price and the Per Share Merger Consideration shall be equitably appropriately and proportionately adjusted.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gilead Sciences Inc), Agreement and Plan of Merger (Pharmasset Inc)
Adjustments to Prevent Dilution. In the event that If the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall will be equitably adjusted to reflect such change and, as so adjusted, will, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cintas Corp), Agreement and Plan of Merger (G&k Services Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend dividend, distribution or distributiondivision, recapitalization, merger, issuer tender offer or issuer exchange offer, offer or other similar transaction, the Per Share Offer Price and the Merger Consideration shall be equitably appropriately and proportionately adjusted.
Appears in 2 contracts
Samples: Assumption Agreement (Bristol Myers Squibb Co), Agreement and Plan of Merger (Amylin Pharmaceuticals Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Company Common Stock or securities convertible or exchangeable into or exercisable for Shares shares of Company Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that If the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 1 contract
Samples: Merger Agreement (Surmodics Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Common Stock, or securities convertible or exchangeable into or exercisable for Shares shares of Common Stock, issued and outstanding prior to the Effective Time Time, as applicable, as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration Consideration, as applicable, shall be equitably adjustedadjusted to reflect such change.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares any such Shares, in each case issued and outstanding prior to the Effective Time as a result of a distribution, reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offersubdivision, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to eliminate the effects of such event on the Merger Consideration.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.adjusted to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration. ARTICLE V
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Expiration Date and/or the Effective Time Time, as applicable, as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Amount and the Per Share Merger Consideration shall be equitably adjusted.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Common Stock or securities convertible or exchangeable into or exercisable for Shares Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration per share of Common Stock shall be equitably adjusted.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Rochester Medical Corporation)
Adjustments to Prevent Dilution. In the event that If the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares Shares, issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration Consideration, and any other dependent items, as applicable, shall be equitably adjustedadjusted and so adjusted shall, from and after the date of such event be the Per Share Merger Consideration or other dependent item, as applicable.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Golfsmith International Holdings Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Common Stock or securities convertible or exchangeable into or exercisable for Shares Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, redemption, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration per share of Common Stock shall be equitably adjusted.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Liberator Medical Holdings, Inc.)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 1 contract
Samples: And Restated Agreement and Plan of Merger (Archipelago Holdings Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedproportionately adjusted to reflect such change.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted to reflect such change and, as so adjusted, shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pharmaceutical Product Development Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, and not in violation of Section 6.1, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that after the date hereof and prior to the Effective Time, the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, recapitalization or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Common Shares or securities convertible or exchangeable into or exercisable for Common Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a share consolidation, reclassification, stock share split (including a reverse stock share split), stock share dividend or distribution, recapitalization, amalgamation, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Amalgamation Consideration shall be equitably adjusted.
Appears in 1 contract
Samples: Transaction Agreement and Plan of Amalgamation (Intelsat LTD)
Adjustments to Prevent Dilution. In the event that If the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or stock distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of Common Stock or securities convertible or exchangeable into or exercisable for Shares shares of Common Stock issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares shares of capital stock of the Company or securities convertible or exchangeable into or exercisable for Shares shares of capital stock of the Company issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted on a dollar-for-dollar or share-for-share basis.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Blimpie International Inc)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares Common Shares, or securities convertible or exchangeable into or exercisable for Shares Common Shares, issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, subdivision, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall will be equitably adjustedadjusted to reflect such change.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Uici)
Adjustments to Prevent Dilution. In the event that that, prior to the Effective Time, the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time outstanding, as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 1 contract
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, offer or other similar transaction, the Per Share Merger Consideration and any other amounts payable pursuant to this Agreement shall be equitably adjusted.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Echo Global Logistics, Inc.)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration Price shall be equitably adjusted.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Green Mountain Power Corp)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, offer or other similar transaction, the Per Share Merger Consideration shall be equitably adjustedadjusted to reflect such change and as so adjusted shall, from and after the date of such event, be the Per Share Merger Consideration.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dyncorp International Inc.)
Adjustments to Prevent Dilution. In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, provided that no such action shall be taken in violation of Section 6.1, the Per Share Merger Consideration shall be equitably adjusted.
Appears in 1 contract