Cancellation of Shares of Common Stock. Each share of Common Stock held by the Company as treasury stock and each share of Common Stock owned by Parent immediately prior to the Effective Time shall automatically be cancelled and retired and cease to exist, and no consideration or payment shall be delivered therefor or in respect thereto. All shares of Common Stock to be converted into Merger Consideration pursuant to this Section 1.2 shall, by virtue of the Merger and without any action on the part of the holders thereof, cease to be outstanding, be cancelled and retired and cease to exist, and each holder of a certificate (representing prior to the Effective Time any such shares of Common Stock) shall thereafter cease to have any rights with respect to such shares of Common Stock, except the right to receive (i) the Parent Shares into which such shares of Common Stock have been converted, (ii) any dividend and other distributions in accordance with Section 1.3(c) hereof, (iii) any cash, without interest, to be paid in lieu of any fraction of a Parent Share in accordance with Section 1.3(d) hereof and (iv) if the Semi Sale has been consummated, the Semi Sale Consideration.
Cancellation of Shares of Common Stock. In the event the Over-allotment Option is not exercised in full, the Company shall immediately cancel on the earlier of (i) the 46th day following the Effective Date or (ii) the date the Underwriters exercise the Over-allotment Option for less than the full number of Option Units (and notify the Company that they will not exercise the Over-allotment Option with respect to any other Option Units), a number of the shares of Common Stock held by the Insiders immediately prior to the Closing (up to an aggregate of 41,250 shares of Common Stock) such that immediately following the cancellation of such shares of Common Stock, the Insiders shall own a number of shares of Common Stock (not including shares of Common Stock issuable upon exercise of the Placement Warrants or any shares purchased by the Insiders in the offering contemplated hereby or in the public market after the offering contemplated hereby) equal to 20% of the outstanding shares of Common Stock of the Company immediately following the Closing.
Cancellation of Shares of Common Stock. (i) Each share of Common Stock held by the Company as treasury stock immediately prior to the Effective Time shall automatically be cancelled and retired and cease to exist, and no consideration or payment shall be delivered therefor or in respect thereto; and
(ii) each share of Common Stock received by DuPont in exchange for Class B Common Stock (as defined in Section 3.4 hereof) shall be converted into DuPont Shares and such Common Stock shall automatically be cancelled and retired and cease to exist.
Cancellation of Shares of Common Stock. Each share of Common Stock held by the Company as treasury stock and each share of Common Stock owned by Merger Sub immediately prior to the Effective Time shall automatically be cancelled and retired and cease to exist, and no consideration or payment shall be delivered therefor or in respect thereto. All shares of Common Stock to be converted into the right to receive the Per Share Amount pursuant to this Section 1.2 shall, by virtue of the Merger and without any action on the part of the holders thereof, cease to be outstanding, be cancelled and retired and cease to exist; and each holder of a certificate (representing prior to the Effective Time any such shares of Common Stock) shall thereafter cease to have any rights with respect to such shares of Common Stock, except the right to receive the Per Share Amount.
Cancellation of Shares of Common Stock. Each share of Common Stock held by the Company as treasury stock and each share of Common Stock owned by Parent or Merger Sub immediately prior to the Effective Time shall automatically be cancelled and retired and cease to exist, and no consideration or payment shall be delivered therefor or in respect thereto. All shares of Common Stock to be converted into Parent Shares pursuant to this Section 1.2 shall, by virtue of the Merger and without any action on the part of the holders thereof, cease to be outstanding, be cancelled and retired and cease to exist; and each holder of a certificate (representing prior to the Effective Time any such shares of Common Stock) shall thereafter cease to have any rights with respect to such shares of Common Stock, except the right to receive (i) the Parent Shares into which such shares of Common Stock have been converted, (ii) any dividend and other distributions in accordance with Section 1.3(c) hereof and (iii) any cash, without interest, to be paid in lieu of any fraction of a Parent Share in accordance with Section 1.3(d) hereof.
Cancellation of Shares of Common Stock. Each share of Common Stock held by the Company as treasury stock and each share of Common Stock owned by Parent, Merger Sub or any direct or indirect wholly-owned subsidiary of Parent or the Company immediately prior to the Effective Time shall automatically be cancelled and cease to exist, and no consideration or payment shall be delivered therefor or in respect thereto. All shares of Common Stock to be converted into the right to receive the Merger Consideration pursuant to this Section 1.2 shall, by virtue of the Merger and without any action on the part of the holders thereof, cease to be outstanding, be cancelled and cease to exist, and each holder of a Certificate (as defined in Section 1.3(b)) shall thereafter cease to have any rights with respect to such shares of Common Stock, except the right to receive the Merger Consideration into which such shares of Common Stock have been converted.
Cancellation of Shares of Common Stock. LHI and Jxxxx shall, at Closing, submit an aggregate of 40,278,490 shares of Common Stock to the Company (or its transfer agent) for cancellation.
Cancellation of Shares of Common Stock. In the event the Over-allotment Option is not exercised in full, the Company shall immediately cancel on the earlier of (i) the 46th day following the Effective Date or (ii) the date the Underwriters exercise the Over-allotment Option for less than the full number of Option Units, a number of the shares of Common Stock held by the Sponsor immediately prior to the Closing (up to an aggregate of 1,875,000 shares of Common Stock) such that immediately following the cancellation of such shares of Common Stock, the Sponsor shall own a number of shares of Common Stock (not including shares of Common Stock issuable upon exercise of the Placement Warrants and the Sponsor Warrants or any shares purchased by the Sponsor in the offering contemplated hereby or in the public market after the offering contemplated hereby) equal to 20% of the outstanding shares of Common Stock of the Company immediately following the Closing.
Cancellation of Shares of Common Stock. On the Closing Date, the -------------------------------------- Purchaser shall cause the cancellation and return to treasury of 500,000 shares of Common Stock.
Cancellation of Shares of Common Stock. Xx. Xxxxxx Xxx shall have entered into the Share Cancellation Agreement attached hereto as Exhibit 1, so that those shares are returned to the status of authorized, and unissued shares that can be issued to the KPI Shareholders in connection with the Closing of this transaction.
