Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Merger Sub, shall be automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 19 contracts
Samples: Agreement and Plan of Merger (Graham Holdings Co), Agreement and Plan of Merger (SmartPros Ltd.), Agreement and Plan of Merger (Horizon Lines, Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock All Shares that are owned by the Company as treasury stock, stock and any shares of Company Common Stock Shares owned by Parent or Merger Sub, Sub shall automatically be automatically canceled cancelled and retired and shall cease to exist exist, and no consideration shall be delivered payable in exchange therefor.
Appears in 13 contracts
Samples: Agreement and Plan of Merger (Cubist Pharmaceuticals Inc), Agreement and Plan of Merger (Adolor Corp), Agreement and Plan of Merger (Cubist Pharmaceuticals Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock and all other shares of capital stock of the Company that are owned by the Company as treasury stock, and any all shares of Company Common Stock and other shares of capital stock of the Company owned by Parent or Merger Sub, Sub shall be automatically canceled and retired and shall cease to exist and no consideration shall be delivered or deliverable in exchange therefor.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Hadco Acquisition Corp Ii), Agreement and Plan of Merger (Hc Acquisition Corp), Agreement and Plan of Merger (Zycon Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is directly owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Unilever N V), Agreement and Plan of Merger (Alberto-Culver CO), Agreement and Plan of Merger (Conor Medsystems Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time that are is directly owned by the Company as treasury stock, and any shares of Company Common Stock owned or by Parent or Merger SubSub at such time, shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 8 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger, Agreement and Plan of Merger (TLB Merger Sub Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are that, immediately prior to the Effective Time, is owned directly by the Company as treasury stock, and any shares of Company Common Stock owned or by Parent or Merger Sub, shall automatically be automatically canceled cancelled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Ruby Merger Corp.), Agreement and Plan of Merger (Ruby Merger Corp.), Agreement and Plan of Merger (Retek Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock is owned by Parent or Merger Sub, shall any direct or indirect subsidiary of Parent or the Company immediately prior to the Effective Time and any Company Common Stock held in the treasury of the Company immediately prior to the Effective Time will automatically be automatically canceled and shall retired and will cease to exist exist, and no consideration shall will be delivered in exchange therefor.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Spartech Corp), Agreement and Plan of Merger (Polyone Corp), Agreement and Plan of Merger (Cleveland Cliffs Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, or by any subsidiary of the Company and any shares each share of Company Common Stock that is owned by Parent, Sub or any other subsidiary of Parent or Merger Sub, immediately prior to the Effective Time shall automatically be automatically canceled cancelled and shall cease to exist retired without any conversion thereof and no consideration shall be delivered in exchange thereforwith respect thereto.
Appears in 5 contracts
Samples: Ii– Agreement and Plan of Merger (Anchor Gaming), Agreement and Plan of Merger (International Game Technology), Agreement and Plan of Merger (International Game Technology)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned as treasury stock by the Company as treasury stock, and or any shares Subsidiary of the Company Common Stock or owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered or deliverable in exchange therefor.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Viropharma Inc), Agreement and Plan of Merger (Shire PLC), Agreement and Plan of Merger (Glaxosmithkline PLC)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, or by any subsidiary of the Company and any shares of Company Common Stock each Share that is owned by Parent, Sub or any other subsidiary of Parent or Merger Sub, shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Integrated Health Services Inc), Agreement and Plan of Merger (Atc Group Services Inc /De/), Agreement and Plan of Merger (Peak Technologies Group Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned as treasury stock by the Company as treasury stock, and any shares of Company Common Stock or owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered or deliverable in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Bristol Myers Squibb Co), Agreement and Plan of Merger (Kosan Biosciences Inc), Agreement and Plan of Merger (Medarex Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock Shares that are owned by the Company as treasury stock, and any shares of Company Common Stock Shares owned by Parent or Merger Sub, shall be automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Hospitality Distribution Inc), Agreement and Plan of Merger (Cec Entertainment Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned by held in the treasury of the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Merger Sub, by any direct or indirect wholly-owned Subsidiary of Parent or the Company (including any shares of Company Common Stock issued by the Company pursuant to a stock option) immediately prior to the Effective Time shall be automatically canceled and shall cease to exist extinguished without any conversion thereof and no consideration payment shall be delivered in exchange thereformade with respect thereto.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Gilat Satellite Networks LTD), Agreement and Plan of Merger (Blackbaud Inc), Agreement and Plan of Merger (Kintera Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All ----------------------------------------------------- shares of Company Common Stock that are owned by the Company as treasury stock, all shares of Company Common Stock owned by any subsidiary of the Company and any shares of Company Common Stock owned by Parent, the Purchaser or any other wholly owned subsidiary of Parent or Merger Sub, shall be automatically canceled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Emusic Com Inc), Agreement and Plan of Merger (Xtra Corp /De/), Agreement and Plan of Merger (Universal Music Group Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent, Purchaser or any other wholly owned Subsidiary of Parent or Merger Sub, shall be automatically canceled cancelled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ovid Technologies Inc), Agreement and Plan of Merger (Wolters Kluwer Us Corp), Agreement and Plan of Merger (Wolters Kluwer Us Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, all shares of Company Common Stock owned by any Subsidiary of the Company and any shares of Company Common Stock owned by Parent, Merger Sub or any other wholly-owned Subsidiary of Parent or Merger Sub, shall be automatically canceled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Benthos Inc), Agreement and Plan of Merger (Isco Inc), Agreement and Plan of Merger (Isco Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock All Shares that are owned by the Company as treasury stock, stock and any shares of Company Common Stock Shares owned by Parent or Merger Sub, shall Sub will automatically be automatically canceled cancelled and shall retired and will cease to exist exist, and no consideration shall will be delivered payable in exchange therefor.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Asensus Surgical, Inc.), Agreement and Plan of Merger (Asensus Surgical, Inc.), Agreement and Plan of Merger (Arena Pharmaceuticals Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Notwithstanding any other provision of this Section 1.06, each share of Company Common Stock that are is owned by the Company as treasury stock, and any shares each share of Company Common Stock that is owned by Parent or Merger Sub, Sub shall automatically be automatically canceled cancelled and retired and shall cease to exist exist, and no Parent Common Stock or other consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Netgateway Inc), Agreement and Plan of Merger (Galaxy Enterprises Inc /Nv/), Agreement and Plan of Merger (Netgateway Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stockor its Subsidiaries, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Epicor Software Corp), Agreement and Plan of Merger (Activant Solutions Inc /De/), Termination and Release Agreement (Activant Solutions Inc /De/)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is directly owned by the Company Company, as treasury stock, and any shares of Company Common Stock owned or by Parent or Merger SubSub immediately prior to the Effective Time, shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Fidelity National Financial, Inc.), Agreement and Plan of Merger (Fidelity National Financial, Inc.), Agreement and Plan of Merger (Lender Processing Services, Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are held in the treasury of the Company and each share of Common Stock owned or held, directly or indirectly, by the Company as treasury stockor its Subsidiaries or Parent, and any shares of Company Common Stock owned by Parent Merger Sub or Merger Subtheir respective Subsidiaries, in each case immediately prior to the Effective Time, shall be automatically canceled and shall cease to exist retired without any conversion thereof and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Silicon Storage Technology Inc), Agreement and Plan of Merger (Silicon Storage Technology Inc), Agreement and Plan of Merger (Microchip Technology Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of the Company Common Stock that are is owned by the Company as treasury stock, or by any Subsidiary of the Company and any shares each share of the Company Common Stock that is owned by Parent, Sub or any other Subsidiary of Parent or Merger Sub, shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Symantec Corp), Agreement and Plan of Merger (Quarterdeck Corp), Agreement and Plan of Merger (Quarterdeck Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of common stock, par value $1.00 per share, in the Company (the “Company Common Stock Stock”) that are is owned by the Company as treasury stock, stock and any shares each share of Company Common Stock that is owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall no longer be outstanding and shall automatically be canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Martin Marietta Materials Inc), Agreement and Plan of Merger (Texas Industries Inc), Agreement and Plan of Merger (Martin Marietta Materials Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned by held in the treasury of the Company as treasury stock, and any shares each share of Company Common Stock owned directly or indirectly by Parent or Merger Sub, Parent or any subsidiary or affiliated entity thereof, immediately prior to the Effective Time shall automatically be automatically canceled and shall cease to exist without any conversion thereof and no payment or consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sunair Services Corp), Agreement and Plan of Merger, Agreement and Plan of Merger (Sunair Services Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares Each share of Company Common Stock owned by the Company, Parent or Merger Sub, Sub or any subsidiary of the Company or Parent immediately prior to the Effective Time shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist exist, and no cash, Parent Common Stock or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Jorgensen Earle M Co /De/), Agreement and Plan of Merger (Reliance Steel & Aluminum Co), Agreement and Plan of Merger (Reliance Steel & Aluminum Co)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned held by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent, Sub or any other direct or indirect wholly-owned subsidiary of Parent or Merger Sub, shall automatically be automatically canceled cancelled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Baxalta Inc), Agreement and Plan of Merger (Shire PLC), Agreement and Plan of Merger
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company Company, as treasury stock, and any shares of Company Common Stock owned by Parent or Merger Sub, or any wholly-owned subsidiary of the Company, Parent or Sub, immediately prior to the Effective Time shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered or deliverable in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Netratings Inc), Agreement and Plan of Merger (Netratings Inc), Agreement and Plan of Merger (Netratings Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by held in the treasury of the Company as treasury stock, and any shares of Company Common Stock owned by any Subsidiary of the Company, the Parent, the Purchaser or any other Subsidiary of the Parent or Merger Sub, immediately prior to the Effective Time shall be automatically canceled cancelled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Epizyme, Inc.), Agreement and Plan of Merger (Salesforce Com Inc), Agreement and Plan of Merger (Demandware Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company, the Company as treasury stockSubsidiaries, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Illinois Tool Works Inc), Agreement and Plan of Merger (Ual Corp /De/), Agreement and Plan of Merger (Foilmark Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are immediately prior to the Effective Time is owned by the Company as treasury stockCompany, and Parent, Sub or any shares Subsidiary of Company Common Stock owned by Parent or Merger Sub, shall will be automatically canceled and shall retired and will cease to exist and no consideration shall will be delivered or deliverable in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Republic Engineered Steels Inc), Agreement and Plan of Merger (Republic Engineered Steels Inc), Agreement and Plan of Merger (Res Acquisition Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares Each share ----------------------------------------------------- of Company Common Stock owned by the Company or any Subsidiary of the Company and each share of Company Common Stock owned by Parent, Merger Sub or any other wholly owned Subsidiary of Parent or Merger Sub, shall be automatically canceled cancelled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Armstrong World Industries Inc), Agreement and Plan of Merger (Triangle Pacific Corp), Agreement and Plan of Merger (Armstrong World Industries Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned by held in the treasury of the Company as treasury stock, and any shares each share of Company Common Stock owned by Parent or Merger Sub, Parent or any wholly-owned Subsidiary of Parent or of the Company immediately prior to the Effective Time shall be automatically canceled and shall cease to exist without any conversion thereof and no consideration payment or distribution shall be delivered in exchange thereformade with respect thereto.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Anadarko Petroleum Corp), Agreement and Plan of Merger (Transmeridian Exploration Inc), Agreement and Plan of Merger (Western Gas Resources Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, and by any shares Subsidiary of Company Common Stock owned the Company, by Parent or Merger Subby Sub immediately prior to the Effective Time, shall automatically be automatically canceled cancelled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Westwood Corp/Nv/), Agreement and Plan of Merger (L 3 Communications Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent Parent, Sub or Merger Subany other direct or indirect wholly owned subsidiary of Parent, in each case, if any, shall automatically be automatically canceled cancelled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hospira Inc), Agreement and Plan of Merger (Pfizer Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, all shares of Company Common Stock owned by any Subsidiary of the Company and any shares of Company Common Stock owned by Parent, Merger Sub or any other wholly-owned Subsidiary of Parent or Merger Sub, shall be automatically canceled and retired and shall cease to exist and no cash or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Teledyne Technologies Inc), Agreement and Plan of Merger (Lecroy Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company or any Company Subsidiary (as treasury stock, defined in Section 3.01(b)) and any shares each share of Company Common Stock that is owned by Parent, Sub or any other subsidiary of Parent or Merger Sub, shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Internet Commerce Corp), Agreement and Plan of Merger (Easylink Services Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of common stock, no par value, of the Company (“Company Common Stock Stock”) that are is owned by the Company as treasury stock, if any, and any shares each share of Company Common Stock Stock, if any, that is owned directly or indirectly by Parent or Merger Sub, Sub I or any of their respective Subsidiaries immediately prior to the Effective Time shall no longer be outstanding and shall automatically be canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hawaiian Electric Co Inc), Agreement and Plan of Mergerby (Nextera Energy Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of common stock, no par value, of the Company (the “Company Common Stock”) that is held by the Company as treasury stock and each share of Company Common Stock that are is owned by the Company as treasury stock, and any shares of Company Common Stock owned directly or indirectly by Parent or Merger Sub, Sub immediately prior to the Effective Time shall no longer be outstanding and shall automatically canceled be cancelled and shall cease to exist exist, and no consideration shall be delivered in exchange thereforfor such shares.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hercules Inc), Agreement and Plan of Merger (Ashland Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned held by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent, Merger Sub or any other direct or indirect wholly owned subsidiary of Parent or Merger Sub, shall automatically be automatically canceled cancelled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Akari Therapeutics PLC), Agreement and Plan of Merger (Peak Bio, Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of the Company Common Stock that are owned by the Company or by any Subsidiary (as treasury stock, defined in Section 3.2(b)) of the Company and any shares each share of Company Common Stock owned by Parent, Sub or any other wholly owned Subsidiary of Parent or Merger Sub, shall be automatically canceled and retired and shall cease to exist exist, and no stock of Parent or other consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tellabs Inc), Agreement and Plan of Merger (Coherent Communications Systems Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock Each Share that is owned by the Company, Parent or Sub (except for Shares that are owned by the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Merger Sub, in the event of a Reverse Merger) shall automatically be automatically canceled and retired and shall cease to exist exist, and no Parent Common Stock or other consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: V Agreement and Plan of Merger (Yahoo Inc), Agreement and Plan of Merger (Hotjobs Com LTD)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, all shares of Company Common Stock owned by any Subsidiary (as defined in Section 3.1) of the Company and any shares of Company Common Stock owned by Parent, Purchaser or any other wholly owned Subsidiary of Parent or Merger Sub, immediately prior to the Effective Time shall be automatically canceled cancelled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan (Accor Sa /Fi), Agreement and Plan of Merger (Red Roof Inns Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock or Series B Preferred Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Merger Sub, shall be automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bioveris Corp), Agreement and Plan of Merger (Roche Holding LTD)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, and any shares each share of Company Common Stock that is owned by Parent, Merger Sub or any other wholly owned subsidiary of Parent or Merger Sub, shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration Merger Consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Constellation Brands, Inc.), Agreement and Plan of Merger (Domaines Barons De Rothschild /Lafite/)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned is held by the Company Company, as treasury stock, and any shares of Company Common Stock or otherwise owned by Parent Parent, Sub or Merger Sub, any subsidiary of the Company immediately prior to the Effective Time shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ihop Corp), Agreement and Plan of Merger (Applebees International Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, and or any shares of Company Common Stock owned by Subsidiary or Parent or Merger Sub, any Subsidiary of Parent shall no longer be automatically canceled outstanding and shall cease to exist automatically be canceled, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pre Paid Legal Services Inc), Agreement and Plan of Merger (Pre Paid Legal Services Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned as treasury stock by the Company as treasury stock, and any shares of Company Common Stock or owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled cancelled and shall cease to exist exist, and no consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Business Machines Corp), Agreement and Plan of Merger (Unica Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent, the Purchaser or any other wholly owned Subsidiary (as defined in Section 3.1 hereof) of Parent or Merger Sub, shall be automatically canceled cancelled and retired and shall cease to exist and no stock of Parent or other consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Key Energy Group Inc), Key Energy Group Inc
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, all shares of Company Common Stock owned by any Subsidiary of the Company and any shares of Company Common Stock owned by Parent, Merger Sub or any other wholly owned Subsidiary of Parent or Merger Sub, shall be automatically canceled and retired and shall cease to exist and no cash or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Shareholder Agreement (Teledyne Technologies Inc), Shareholder Agreement (Bolt Technology Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub shall no longer be outstanding and shall automatically be canceled and shall cease to exist exist, and no cash or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cruzan International, Inc.), Agreement and Plan of Merger (Absolut Spirits CO INC)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Merger SubSub or any of their respective Subsidiaries, shall be automatically canceled cancelled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Asset Acceptance Capital Corp), Agreement and Plan of Merger (Encore Capital Group Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, and any shares each share of Company Common Stock that is owned by Parent or Merger Sub, Sub or any direct or indirect wholly owned subsidiary of Parent or Sub shall automatically be automatically canceled and retired and shall cease to exist exist, and no Parent Common Stock or other consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Irvine Horace H Ii), Agreement and Plan of Merger (Hadco Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Capital Stock that are owned by the Company as treasury stock, and any shares of Company Common Capital Stock owned by Parent or Merger SubSub or any other wholly owned Subsidiary of Parent, shall be automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aerogen Inc), Agreement and Plan of Merger (Nektar Therapeutics)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company Company, as treasury stock, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled and retired and shall cease to exist and no consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Corio Inc), Agreement and Plan of Merger (Rational Software Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock Stock, that are owned by the Company as treasury stock, and any shares of Company Common Stock is owned by Parent or Merger Sub, shall Sub and any Company Common Stock held in the treasury of the Company immediately prior to the Effective Time will automatically be automatically canceled and shall retired and will cease to exist exist, and no consideration shall will be delivered paid in exchange thereforrespect of such shares.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Arch Coal Inc), Agreement and Plan of Merger (International Coal Group, Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent or any Subsidiary of Parent, including Merger Sub, shall be automatically canceled and retired and shall cease to exist and no consideration consideration, including Parent Common Stock or other Merger Consideration, shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Grant Prideco Inc), Agreement and Plan of Merger (National Oilwell Varco Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is directly owned by the Company Company, as treasury stock, and any shares of Company Common Stock owned or by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Paxar Corp), Agreement and Plan (Avery Dennison Corporation)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Merger Sub, shall be automatically canceled cancelled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Digimarc Corp), Agreement and Plan of Merger (L-1 Identity Solutions, Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are held in treasury or owned by the Company as treasury stock, and or any shares of Company Common Stock its wholly owned Subsidiaries or by Parent or Merger Subany of its Subsidiaries immediately before the Effective Time (other than shares of Common Stock held on behalf of third parties) (collectively, the “Excluded Shares”) shall be canceled automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange thereforpaid for those Excluded Shares.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Boulder Brands, Inc.), Agreement and Plan of Merger (Pinnacle Foods Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Monsanto Co /New/), Agreement and Plan of Merger (Von Hoffmann Holdings Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of common stock, par value $0.01 per share, of the Company (“Company Common Stock Stock”) that are owned by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall be automatically canceled cancelled and shall cease to exist and no consideration payment shall be delivered in exchange thereformade with respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Concord Communications Inc), Agreement and Plan of Merger (Computer Associates International Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned by held in the treasury of the Company as treasury stock, and any shares each share of Company Common Stock owned by the Company, Parent or Merger SubPurchaser, in each case immediately prior to the Effective Time, shall be automatically canceled and shall cease to exist retired without any conversion thereof and no consideration payment of cash or any other distribution shall be delivered in exchange thereformade with respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Synavant Inc), Agreement and Plan of Merger (Synavant Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, stock and any shares each share of Company Common Stock that is owned by Parent Parent, Holding Company, Holdings or Merger Sub, or any other Subsidiary of Parent, Holding Company or Holdings (collectively, the “Canceled Shares”) shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Northwestern Corp), Agreement and Plan of Merger (Northwestern Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock Shares owned by Parent or Merger Sub, shall be automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (EnergySolutions, Inc.), Agreement and Plan of Merger (Duratek Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Capital Stock that are owned by the Company as treasury stock, stock and any shares of Company Common Capital Stock owned by Parent or Merger Sub, Sub shall automatically be automatically canceled cancelled and retired and shall cease to exist exist, and no consideration shall be delivered payable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bioenvision Inc), Agreement and Plan of Merger (Genzyme Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company, the Company as treasury stockSubsidiaries, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub shall no longer be outstanding and shall automatically be canceled and shall cease to exist retired, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Carters Inc), Agreement and Plan of Merger (Oshkosh B Gosh Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of the Company Common Stock held in the treasury of the Company, if any, and each share of Company Common Stock that are owned by the Company as treasury stockStock, and any shares of Company Common Stock if any, owned by Parent or Merger Sub, in each case immediately prior to the Effective Time, shall be automatically canceled and shall cease to exist extinguished without any conversion thereof and no consideration payment or distribution shall be delivered in exchange thereformade with respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Maxim Integrated Products Inc), Agreement and Plan of Merger (Dallas Semiconductor Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub (whether acquired pursuant to a Rollover Agreement or otherwise) shall no longer be outstanding and shall automatically canceled be cancelled and retired and shall cease to exist exist, and no Merger Consideration or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sport Supply Group, Inc.), Agreement and Plan of Merger (Sage Parent Company, Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock or Company Preferred Stock that are is owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Jones Apparel Group Inc), Agreement and Plan of Merger (Barneys New York Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned by then issued and held in the Company as Company's treasury stock, and any shares each share of Company Common Stock then owned by Parent Parent, Merger Sub or Merger Subany other wholly owned subsidiary of Parent, shall be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Snocone Systems Inc), Agreement and Plan of Merger (Whos Your Daddy Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, and any shares of Company Common Stock owned by or Parent or Merger Sub, by any subsidiary of Parent immediately prior to the Effective Time shall automatically be automatically canceled cancelled and shall cease to exist retired without any conversion thereof and no consideration shall be delivered in exchange thereforwith respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Venture Catalyst Inc), Agreement and Plan of Merger (International Game Technology)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock and each share of Company Series D Stock that are owned is held by the Company as treasury stock, and any shares of Company Common Stock or owned by the Company, the Company Subsidiaries, Parent or Merger Sub, Sub (the "Excluded Shares") shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (I Stat Corporation /De/), Agreement and Plan of Merger (I Stat Corporation /De/)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, stock or by any wholly owned Subsidiary of the Company and any shares of Company Common Stock owned by the Parent, the Purchaser or any other wholly owned Subsidiary of the Parent or Merger Sub, immediately prior to the Effective Time shall be automatically canceled cancelled and shall cease to exist and no stock of the Parent or other consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mapinfo Corp), Agreement and Plan of Merger (Mapinfo Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stockCompany, and Parent or Merger Sub (or any shares direct or indirect wholly-owned subsidiary of Company Common Stock owned by Parent or Merger Sub, ) shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist exist, and no cash, Parent Common Stock or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Harrahs Entertainment Inc), Agreement and Plan of Merger (Caesars Entertainment Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned by held in the treasury of the Company as treasury stock, and any shares each share of Company Common Stock owned by Parent or Merger Sub, Parent or any direct or indirect wholly owned subsidiary of Parent or the Company immediately prior to the Effective Time shall be automatically canceled cancelled and shall cease to exist and no consideration shall be delivered in exchange thereforextinguished without any conversion thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Moviefone Inc), Agreement and Plan of Merger (America Online Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, or by any wholly owned subsidiary of the Company and any shares each share of Company Common Stock that is owned by Parent, Sub or any other wholly owned subsidiary of Parent or Merger Sub, shall automatically be automatically canceled and retired and shall cease to exist exist, and no Parent Common Stock or other consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Newmont Mining Corp), Agreement and Plan of Merger (Santa Fe Pacific Gold Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock owned by Parent Parent, Merger Sub or Merger Subany Subsidiary of the Company, shall be automatically canceled and shall cease to exist and no consideration shall be delivered in exchange therefortherefore (the “Cancelled Shares”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Watsco Inc), Agreement and Plan of Merger (Acr Group Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of common stock of the Company, no par value per share (the “Company Common Stock Stock”), that are owned is held by the Company as treasury stock, and any shares of Company Common Stock owned by or Parent or Merger Sub, immediately prior to the Effective Time shall be automatically canceled cancelled and shall cease to exist and no consideration shall be delivered in exchange thereforextinguished without any conversion thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Yak Communications Inc), Agreement and Plan of Merger (Globalive Communications Corp.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor. Each share of Company Common Stock owned by any wholly owned Subsidiary of the Company shall remain outstanding as a share in the Surviving Corporation, and no payment shall be made with respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sungard Capital Corp Ii), Agreement and Plan of Merger (GL Trade Overseas, Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, stock and any shares each share of Company Common Stock that is owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall no longer be outstanding and shall automatically canceled be cancelled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gartner Inc), Agreement and Plan of Merger (CEB Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is directly owned by the Company as treasury stock, and any shares of Company Common Stock owned by or Parent or Merger Sub, immediately prior to the Effective Time shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cost Plus Inc/Ca/), Support and Tender Agreement (Bed Bath & Beyond Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, or by any subsidiary of the Company and any shares each share of Company Common Stock that is owned by Parent, Sub or any other subsidiary of Parent or Merger Sub, shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tomkins PLC), Agreement and Plan of Merger (Stant Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is directly owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled cancelled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Speedway Motorsports Inc), Agreement and Plan of Merger (International Speedway Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are owned by held in the treasury of the Company as treasury stock, and any all shares of Company Common Stock owned by Parent or Merger Sub, by any direct or indirect wholly-owned Subsidiary of Parent or the Company (including any shares of Company Common Stock issued by the Company pursuant to the Top-Up Option) immediately prior to the Effective Time shall be automatically canceled and shall cease to exist extinguished without any conversion thereof and no consideration payment shall be delivered in exchange thereformade with respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Blackbaud Inc), Agreement and Plan of Merger (Convio, Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All ----------------------------------------------------- shares of Company Common Stock that are owned by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent, Sub or any other wholly owned subsidiary of Parent or Merger Sub, shall be automatically canceled cancelled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Plato Holdings Inc), Agreement and Plan of Merger (Plato Holdings Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is directly owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled and retired and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pioneer Companies Inc), Agreement and Plan of Merger (Olin Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Each Company Common Stock Share that are is owned directly by the Company (as treasury stock), and any shares of Company Common Stock owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist and no exist, without payment of any consideration shall be delivered in exchange thereforrespect thereof.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Minnesota Mining & Manufacturing Co), Agreement and Plan of Merger (Minnesota Mining & Manufacturing Co)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock Stock, and any other shares of capital stock of the Company, that are is owned by the Company as treasury stock, and any shares of Company Common Stock owned directly or indirectly or by Parent or Merger SubParent, shall automatically be automatically canceled retired and shall cease to exist be outstanding, and no consideration Merger Consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD), Agreement and Plan of Merger (Ivax Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned held by the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Merger SubSub or any of their respective subsidiaries, shall be automatically canceled cancelled and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Intrexon Corp), Agreement and Plan of Merger (Medistem Inc.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, or by a wholly owned subsidiary of the Company and any shares each share of Company Common Stock that is owned by Parent, Merger Sub or any other wholly owned subsidiary of Parent or Merger Sub, shall automatically be automatically canceled and retired and shall cease to exist exist, and no Series K Preferred Stock or other consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cogent Communications Group Inc), Agreement and Plan of Merger (Cogent Communications Group Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are immediately prior to the Effective Time is directly owned by the Company as treasury stock, and any shares of Company Common Stock owned or by the Parent or Merger SubEntities at such time, shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Lmi Aerospace Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, stock and any shares each share of Company Common Stock that is owned by Parent or Merger Sub, in each case immediately prior to the Effective Time (other than any such shares owned by Parent or Merger Sub in a fiduciary, representative or other capacity on behalf of other Persons, whether or not held in a separate account), shall no longer be outstanding and shall automatically be canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Berkeley Lights, Inc.), Agreement and Plan of Merger (IsoPlexis Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company (as treasury stock), and any shares of Company Common Stock owned by Parent or any subsidiary of Parent (including Merger Sub, ) immediately prior to the Effective Time shall automatically be automatically canceled cancelled and retired and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: 33 Agreement and Plan of Merger (Matrix Pharmaceutical Inc/De), Agreement and Plan of Merger (Matrix Pharmaceutical Inc/De)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock that are is owned by the Company as treasury stock, stock and any shares each share of Company Common Stock that is owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall no longer be outstanding and shall automatically be canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SAVVIS, Inc.), Agreement and Plan of Merger (Centurylink, Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock and Company Preferred Stock that are is directly owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub immediately prior to the Effective Time shall automatically be automatically canceled and shall cease to exist exist, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Scios Inc), 82 Agreement and Plan of Merger (Johnson & Johnson)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time that are is owned by the Company as treasury stockCompany, and any shares of Company Common Stock owned by Parent or Merger Sub, Sub shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist exist, and no cash or other consideration shall be delivered or deliverable in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pennaco Energy Inc), Agreement and Plan of Merger (Usx Corp)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares of Company Common Stock that are owned by the Company as treasury stock, and any shares of Company Common Stock owned by Parent or Parent, Merger Sub, Merger Sub II or any other direct or indirect wholly owned subsidiary of Parent (collectively, the “Excluded Shares”), shall be automatically canceled cancelled and retired, and shall cease to exist and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GrubHub Inc.), Agreement and Plan of Merger
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, stock and any shares of Company Common Stock owned by the Parent, the Purchaser or any other wholly-owned Subsidiary of the Parent or Merger Sub, shall be automatically canceled cancelled and shall cease to exist retired, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mobius Management Systems Inc), Agreement and Plan of Merger (Mobius Management Systems Inc)
Cancellation of Treasury Stock and Parent-Owned Stock. Any shares Each share of Company Parent Common Stock that are owned by held in the Company as treasury stock, of Parent and any shares of Company Parent Common Stock owned by any Subsidiary of Parent or Merger Sub, shall will be canceled automatically canceled and shall cease to exist without conversion thereof and no consideration shall payment or distribution will be delivered in exchange thereformade with respect thereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Federal Street Acquisition Corp.), Agreement and Plan of Merger (Conyers Park Acquisition Corp.)
Cancellation of Treasury Stock and Parent-Owned Stock. Any All shares of Company Common Stock that are owned by the Company as treasury stock, stock and any shares of Company Common Stock owned by Parent, the Purchaser or any other wholly-owned Subsidiary of Parent or Merger Sub, shall be automatically canceled cancelled and shall cease to exist retired, and no consideration shall be delivered in exchange therefor.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Eagle Supply Group Inc), Agreement and Plan of Merger (Gulfside Supply, Inc.)
