Common use of Cancellation of Certain Company Shares Clause in Contracts

Cancellation of Certain Company Shares. Each Company Share issued and outstanding and owned by Merger Sub, and each Company Share held in the treasury of the Company, immediately prior to the Effective Time will be canceled without any conversion thereof and no payment or distribution will be made with respect thereto.

Appears in 2 contracts

Samples: Merger Agreement (Citadel Broadcasting Corp), Merger Agreement (Cumulus Media Inc)

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Cancellation of Certain Company Shares. Each Company Share issued and outstanding and that is owned by Merger Subthe Company or any subsidiary of the Company shall automatically be canceled and retired and shall cease to exist, and each Company Share held no cash or other consideration shall be delivered or deliverable in the treasury of the Company, immediately prior to the Effective Time will be canceled without any conversion thereof and no payment or distribution will be made with respect theretoexchange therefor.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Amber Road, Inc.)

Cancellation of Certain Company Shares. Each Company Share issued and outstanding and owned held (i) by Merger Sub, and each Company Share held any Parent Entity or any of their Affiliates or (ii) in the treasury of the Company, Company immediately prior to the Effective Time will shall, in each case, be canceled and extinguished without any conversion thereof and no payment or distribution will shall be made with respect thereto. Each Company Share held by any wholly-owned Subsidiary of the Company shall remain outstanding and shall not be entitled to receive the Per Share Merger Consideration.

Appears in 1 contract

Samples: Merger Agreement (Safeway Inc)

Cancellation of Certain Company Shares. Each All Company Share issued Shares held by the Company as treasury stock and outstanding and all Company Shares owned directly or indirectly by Merger Sub, and each the Company Share held in the treasury as of the Company, immediately prior to the Effective Time automatically will be canceled without any conversion thereof cancelled and retired and will cease to exist and no payment or distribution consideration will be made with respect theretopaid, delivered or deliverable in exchange for such Company Shares. The Company will obtain a written consent of such cancellation from any Subsidiary, whether or not wholly owned, that owns Company Shares.

Appears in 1 contract

Samples: Merger Agreement (Hilton Grand Vacations Inc.)

Cancellation of Certain Company Shares. Each All Company Share issued Shares held by Company as treasury stock and outstanding all Company Shares owned directly or indirectly by Company will automatically be cancelled and owned by Merger Sub, retired and each Company Share held in the treasury of the Company, immediately prior will cease to the Effective Time exist and no consideration will be canceled without any conversion thereof and no payment delivered or distribution will be made with respect theretodeliverable in exchange for such Company Shares.

Appears in 1 contract

Samples: Merger Agreement (Digimarc CORP)

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Cancellation of Certain Company Shares. Each Company Share issued and outstanding and Shares that are owned by Merger Subthe Company (as treasury stock or otherwise) or any of its respective direct or indirect wholly owned Subsidiaries shall automatically be cancelled and retired and shall cease to exist, and each Company Share held no consideration shall be delivered in the treasury of the Company, immediately prior to the Effective Time will be canceled without any conversion thereof and no payment or distribution will be made with respect theretoexchange therefor.

Appears in 1 contract

Samples: Merger Agreement (Innovate Biopharmaceuticals, Inc.)

Cancellation of Certain Company Shares. Each Company Share All of the issued and outstanding and Company Shares that are owned by the Parent, Merger Sub, the Company (as treasury stock or otherwise) (such shares, being the “Cancelled Shares”) shall automatically be cancelled and each Company Share held in the treasury of the Companyretired and shall cease to exist, immediately prior to the Effective Time will be canceled without any conversion thereof and no payment cash or distribution will other consideration shall be made with respect theretodelivered or deliverable in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kelly Services Inc)

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