Common use of Cancellation of Treasury Shares Clause in Contracts

Cancellation of Treasury Shares. Each share of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned by any wholly-owned subsidiary of the Company immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Integrated Device Technology Inc), Agreement and Plan of Merger (Andrx Corp /De/), Agreement and Plan of Merger (Variagenics Inc)

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Cancellation of Treasury Shares. Each At the Effective Time, each share of Company Common Stock held in as treasury stock or otherwise held by the Company treasury and each share of Company Common StockCompany, if any, owned by any wholly-owned subsidiary of the Company immediately prior to the Effective Time shall automatically be canceled cancelled and extinguished without any conversion thereofretired and cease to exist, and no Merger Consideration shall be exchanged therefor (collectively, the “Excluded Shares”).

Appears in 6 contracts

Samples: Agreement and Plan of Merger (First Mid Bancshares, Inc.), Agreement and Plan of Merger (First Mid Bancshares, Inc.), Agreement and Plan of Merger (First Mid Bancshares, Inc.)

Cancellation of Treasury Shares. Each share Any shares of Company Common Stock held in owned by the Company as treasury and each share stock or owned, directly or indirectly, by Parent or the Company or any of Company Common Stock, if any, owned by any their respective wholly-owned subsidiary Subsidiaries (other than those held in a fiduciary capacity or as a result of the Company immediately prior debts previously contracted) (“Treasury Shares”), shall automatically be cancelled and retired and shall cease to exist at the Effective Time of the Merger and no consideration shall be canceled and extinguished without any conversion thereofissued in exchange therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Bank of Commerce Holdings), Agreement and Plan of Merger (Bank of Commerce Holdings), Agreement and Plan of Merger (Columbia Banking System, Inc.)

Cancellation of Treasury Shares. Each share of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned by any wholly-wholly owned subsidiary Subsidiary of the Company immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Celgene Corp /De/), Agreement and Plan of Merger (Pharmion Corp), Agreement and Plan of Merger (Limco-Piedmont Inc)

Cancellation of Treasury Shares. Each At the Effective Time, each share of Company Common Stock held in as treasury stock or otherwise held by the Company treasury and each share of Company Common StockCompany, if any, owned by any wholly-owned subsidiary of the Company immediately prior to the Effective Time shall automatically be canceled cancelled and extinguished without any conversion thereofretired and cease to exist, and no Merger Consideration shall be exchanged therefor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (First Mid Illinois Bancshares Inc), Agreement and Plan of Merger (First Mid Illinois Bancshares Inc), Agreement and Plan of Merger (First Clover Leaf Financial Corp.)

Cancellation of Treasury Shares. Each share of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned by any wholly-owned subsidiary Subsidiary of the Company immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofremain outstanding.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Textron Inc), Agreement and Plan of Merger (United Industrial Corp /De/)

Cancellation of Treasury Shares. Each share of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned by any wholly-wholly owned subsidiary Subsidiary of the Company immediately prior to the Effective Time shall be canceled cancelled and extinguished without any conversion thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dress Barn Inc), Agreement and Plan of Merger (Tween Brands, Inc.)

Cancellation of Treasury Shares. Each share of Any Company Common Stock held in by the Company treasury and each share of Company Common Stock, if any, or owned by any direct or indirect wholly-owned subsidiary of the Company immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Advanced Products Group Inc), Agreement and Plan of Merger (Advanced Products Group Inc)

Cancellation of Treasury Shares. Each share of Company ------------------------------- Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned by any wholly-owned subsidiary of the Company immediately prior to the Effective Time Time, by virtue of the Merger and without any action on the part of the holder thereof, shall cease to be outstanding, shall be canceled cancelled and extinguished retired without payment of any conversion thereofconsideration therefor and shall cease to exist.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pogo Producing Co), Registration Rights Agreement (Pogo Producing Co)

Cancellation of Treasury Shares. Each share of the Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned by any wholly-owned subsidiary of the Company immediately prior to the Effective Time Time, shall automatically be cancelled and retired and shall cease to exist, and no consideration shall be canceled and extinguished without any conversion thereofdelivered in exchange therefor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Markit Ltd.), Agreement and Plan of Merger (IHS Inc.)

Cancellation of Treasury Shares. Each share of Company Common Stock ------------------------------- held in the treasury of the Company treasury and each share of Company Common Stock, if any, owned by any wholly-owned subsidiary of the Company Merger Sub, immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Speechworks International Inc)

Cancellation of Treasury Shares. Each share of Company Common Stock held in the treasury of the Company treasury and each share of Company Common StockStock owned or held, if anydirectly or indirectly, owned by any the Company or its wholly-owned subsidiary of the Company subsidiaries in each case immediately prior to the Effective Time Time, shall be canceled cancelled and extinguished retired and shall cease to exist without any conversion thereofthereof and no payment of cash or any other consideration or distribution shall be made with respect thereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Perma Fix Environmental Services Inc)

Cancellation of Treasury Shares. Each share of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned by any wholly-owned subsidiary of the Company immediately prior to the Merger Effective Time shall be canceled and extinguished without any conversion thereof, and no merger consideration or other consideration shall be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (BioScrip, Inc.)

Cancellation of Treasury Shares. Each share of Company Common Stock held in by the Company or any subsidiary of the Company as treasury stock and each share of Company Common Stock, if any, owned Preferred Stock held by the Company or any wholly-owned subsidiary of the Company as treasury stock immediately prior to the Effective Time (collectively, "Treasury Shares") shall automatically be canceled and extinguished without any conversion retired and cease to exist, and no consideration or payment shall be delivered therefor or in respect thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eci Telecom LTD/)

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Cancellation of Treasury Shares. Each share Any shares of Company Common Stock held in owned by the Company as treasury and each share stock or owned, directly or indirectly, by Parent or the Company or any of Company Common Stock, if any, owned by any their respective wholly-owned subsidiary Subsidiaries (other than those held in a fiduciary capacity or as a result of the Company immediately prior debts previously contracted) (“Treasury Shares”), shall automatically be cancelled and retired and shall cease to exist at the Effective Time of the First Merger and no consideration shall be canceled and extinguished without any conversion thereofissued in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pacific Continental Corp)

Cancellation of Treasury Shares. Each share of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, owned or by any wholly-owned subsidiary of the Company Subsidiary immediately prior to the Effective Time Time, by virtue of the Merger and without any action on the part of the holder thereof, shall cease to be outstanding, shall be canceled cancelled and extinguished retired without payment of any conversion thereofconsideration therefor and shall cease to exist.

Appears in 1 contract

Samples: Amended and Restated Agreement and Plan of Merger (Newfield Exploration Co /De/)

Cancellation of Treasury Shares. Each share of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, that is owned by any wholly-owned subsidiary of the Company immediately prior to the Effective Time by the Company or Parent shall automatically be canceled and extinguished without any conversion thereof.retired. Section 2.2

Appears in 1 contract

Samples: Agreement and Plan of Share Exchange         agreement (White River Capital Inc)

Cancellation of Treasury Shares. Each share of Any Company Common Stock held in the Company treasury and each share any other securities of Company Common Stock, if any, owned that are held by any wholly-owned subsidiary Company and not issued and outstanding as of the Company immediately prior to the Effective Time shall (including as treasury stock) or that are held by Parent or Merger Sub will be canceled automatically cancelled and extinguished without any conversion thereofwill cease to exist and no consideration will be delivered in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (DanDrit Biotech USA, Inc.)

Cancellation of Treasury Shares. Each share Any Company Common Shares held in the treasury of the Company and any shares of Company Common Stock held in the Company treasury and each share of Company Common Stock, if any, Shares owned by any wholly-direct or indirect wholly owned subsidiary of the Company immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof and no payment shall be made with respect thereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Texas Utilities Co /Tx/)

Cancellation of Treasury Shares. Each share Share of Company Common Stock held in the Company treasury issued and each share of Company Common Stock, if any, owned by any wholly-owned subsidiary of the Company outstanding immediately prior to the Effective Time that is owned by the Company or Parent or any of their respective wholly owned subsidiaries shall automatically be cancelled and shall cease to exist, and no consideration shall be canceled and extinguished without any conversion thereofdelivered or deliverable in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Minrad International, Inc.)

Cancellation of Treasury Shares. Each share of Company Common Stock ------------------------------- that is (i) held in the Company treasury and each share of Company Common Stockthe Company, if any(ii) authorized but unissued, or (iii) owned by any wholly-owned subsidiary of the Company Subsidiary, immediately prior to the Effective Time shall be canceled and extinguished without any conversion thereofthereof or other consideration in exchange therefor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Orchid Biosciences Inc)

Cancellation of Treasury Shares. Each share of Company Common Capital Stock held in by the Company treasury and each share of Company Common Stock, if any, owned by or any wholly-owned subsidiary direct or indirect wholly‑owned Subsidiary of the Company immediately prior to the First Step Merger Effective Time shall be canceled cancelled and extinguished without any conversion thereofthereof and without payment of any cash consideration.

Appears in 1 contract

Samples: Investor Agreement (Computer Programs & Systems Inc)

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