Cancellation of Excluded Shares. Each share of Company Common Stock that is owned by Company (or by any of its wholly-owned Subsidiaries) or Purchaser (or by any of its wholly-owned Subsidiaries) (collectively, the “Excluded Shares”, provided, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before the Effective Time will automatically be canceled and cease to exist without delivery of any consideration in exchange for or in respect of any Excluded Share.
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Samples: Merger Agreement (Independent Bank Corp /Mi/), Merger Agreement (Monarch Community Bancorp Inc), Merger Agreement (Old National Bancorp /In/)
Cancellation of Excluded Shares. Each share of Company Common Stock that is owned by Company (or by any of its wholly-owned Subsidiaries) or Purchaser (or by any of its wholly-owned Subsidiaries) (collectively, the “"Excluded Shares”, ," provided, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before the Effective Time will automatically be canceled and cease to exist without delivery of any consideration in exchange for or in respect of any Excluded Share.
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Samples: Merger Agreement (Choiceone Financial Services Inc), Merger Agreement (Chemical Financial Corp)
Cancellation of Excluded Shares. Each share Any shares of Company Common Stock that is owned held by Company (Parent or by any of its direct or indirect wholly-owned Subsidiaries) or Purchaser (Subsidiary of Parent or by the Company or any of its direct or indirect wholly-owned Subsidiaries) Subsidiary of the Company, other than those held in a fiduciary capacity or as a result of debts previously contracted (collectively, the “Excluded Shares”, provided, however, that Excluded Shares ) shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before be cancelled and retired and shall cease to exist at the Effective Time will automatically and no consideration shall be canceled and cease to exist without delivery of any consideration issued in exchange for or in respect of any Excluded Sharetherefor.
Appears in 2 contracts
Samples: Merger Agreement (Banc of California, Inc.), Merger Agreement (Pacific Mercantile Bancorp)
Cancellation of Excluded Shares. Each share Any shares of Company Common Stock that is owned held immediately prior to the Effective Time by Company (A) the Company, as treasury shares, or by any of its wholly-owned Subsidiaries, or (B) by Parent, OpCo, Merger Sub or Purchaser (or by any of its wholly-owned Subsidiariestheir respective Subsidiaries (clauses (A) and (B) collectively, the “Excluded Shares”), providedin each case, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before the Effective Time will automatically be canceled and cease to exist without delivery as of any consideration in exchange for the Effective Time and no Merger Consideration shall be delivered or in respect of any Excluded Sharedeliverable therefor.
Appears in 2 contracts
Samples: Merger Agreement (Epl Oil & Gas, Inc.), Merger Agreement (Energy Xxi (Bermuda) LTD)
Cancellation of Excluded Shares. Each share of Company Common Stock that is owned by Company (or by any of its wholly-owned Subsidiaries) or Purchaser or Merger Sub (or by any of its their respective wholly-owned Subsidiaries) (collectively, the “"Excluded Shares”, ," provided, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before the Effective Time will automatically be canceled and cease to exist without delivery of any consideration in exchange for or in respect of any Excluded Share.
Appears in 2 contracts
Samples: Merger Agreement (Wintrust Financial Corp), Merger Agreement (Macatawa Bank Corp)
Cancellation of Excluded Shares. Each share of Company Common Stock that is owned by Company (or by any of its wholly-owned Subsidiaries) or Purchaser (or by any of its wholly-owned Subsidiaries) (collectively, the “"Excluded Shares”, provided, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger") immediately before the Effective Time will automatically be canceled and cease to exist without delivery of any consideration in exchange for or in respect of any Excluded Share.
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Cancellation of Excluded Shares. Each share of Company Common Stock that is owned by Company (or by any of its wholly-owned Subsidiaries) or Purchaser (or by any of its wholly-owned Subsidiaries) (collectively, the “Excluded Shares”, provided, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before the Effective Time will automatically be canceled and cease to exist without delivery of any consideration in exchange for or in respect of any Excluded Share.
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Cancellation of Excluded Shares. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (i) that is owned by the Company (or by any of its wholly-owned SubsidiariesSubsidiaries or (ii) that is owned by the Buyer or Purchaser (or by any of its wholly-owned Subsidiaries) Merger Sub (collectively, the “Excluded Shares”, provided, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before the Effective Time will automatically be canceled canceled, retired and cease to exist without delivery payment of any consideration in exchange for or in with respect of any Excluded Sharethereto.
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Cancellation of Excluded Shares. Each share of Company Common Stock that is owned by Company (or by any of its wholly-owned Subsidiaries) or Purchaser (or by any of its wholly-owned SubsidiariesSubsidiaries (including Merger Sub)) (collectively, the “"Excluded Shares”, ," provided, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before the Effective Time will automatically be canceled and cease to exist without delivery of any consideration in exchange for or in respect of any Excluded Share.
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Cancellation of Excluded Shares. Each share Any shares of Company Common Stock that is owned held immediately prior to the Effective Time by Company (A) the Company, as treasury shares, or by any of its wholly-owned Subsidiaries, or (B) by Parent, Holdco, Merger Sub or Purchaser (or by any of its wholly-owned Subsidiariestheir respective Subsidiaries (clauses (A) and (B) collectively, the “Excluded Shares”), providedin each case, however, that Excluded Shares shall not include Trust Account Shares or DPC Shares as defined in this Plan of Merger) immediately before the Effective Time will automatically be canceled cancelled and cease to exist without delivery as of any consideration in exchange for the Effective Time and no Merger Consideration shall be delivered or in respect of any Excluded Sharedeliverable therefor.
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