Cancellation of Stock. Each Spinco Interest issued and outstanding immediately prior to the Effective Time, when converted in accordance with Section 2.2, shall no longer be outstanding and shall automatically be canceled and shall cease to exist. Each holder of shares of Xxxxxx Common Stock as of the Xxxxxx Record Date shall cease to have any rights with respect to such Spinco Interests, except the right to receive the shares of common stock of the Surviving Corporation to which such holder is entitled pursuant to Section 2.2, the amount of dividends or other distributions thereon with a record date after the Effective Time and a payment date prior to the delivery of such shares by the Exchange Agent and any cash in lieu of fractional shares of common stock of the Surviving Corporation payable in accordance with Section 2.8(d), without interest.
Appears in 5 contracts
Samples: Merger Agreement (Walter Industries Inc /New/), Agreement and Plan of Merger (Walter Industries Inc /New/), Agreement and Plan of Merger (Hanover Capital Mortgage Holdings Inc)