Common use of Capital Stock of Acquisition Sub Clause in Contracts

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 13 contracts

Samples: Agreement and Plan of Merger (Mill Road Capital II, L.P.), Agreement and Plan of Merger (Mill Road Capital II, L.P.), Agreement and Plan of Merger (Mill Road Capital II, L.P.)

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Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Rouse Properties, Inc.), Agreement and Plan of Merger (Brookfield Asset Management Inc.), Agreement and Plan of Merger (Keurig Green Mountain, Inc.)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 0.001 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Ligand Pharmaceuticals Inc), Agreement and Plan of Merger (Aratana Therapeutics, Inc.), Agreement and Plan of Merger (Elanco Animal Health Inc)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, capital stock of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Chelsea Therapeutics International, Ltd.), Agreement and Plan of Merger (Williams Controls Inc), Agreement and Plan of Merger (Midas Inc)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, stock of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one (1) validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Mattson Technology Inc), Agreement and Plan of Merger (Cypress Semiconductor Corp /De/), Agreement and Plan of Merger (Cypress Semiconductor Corp /De/)

Capital Stock of Acquisition Sub. Each issued and outstanding share of common stock of Acquisition Sub shall be converted into and become one fully paid and nonassessable share of common stock, par value $0.01 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Metaldyne Corp), And Restated Agreement and Plan of Merger (Masco Corp /De/), Agreement and Plan of Merger (Metaldyne Corp)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 0.0001 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mill Road Capital II, L.P.), Agreement and Plan of Merger (Skullcandy, Inc.)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, stock of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Itron Inc /Wa/), Agreement and Plan of Merger (Silver Spring Networks Inc)

Capital Stock of Acquisition Sub. Each issued and outstanding share of the capital stock of Acquisition Sub shall be converted into and become one fully paid and nonassessable share of common stock, par value $0.01 .01 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Local Financial Corp /Nv), Agreement and Plan of Merger (International Bancshares Corp)

Capital Stock of Acquisition Sub. Each At the Effective Time, each outstanding share of common stock, par value $0.01 per share, stock of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, (1) fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such Corporation and shall constitute the only shares of common capital stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock or other equity securities of the Surviving CorporationCorporation outstanding immediately after the Effective Time.

Appears in 1 contract

Samples: Iv Agreement and Plan of Reorganization (Macropore Inc)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, of Acquisition Sub that is issued and outstanding immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation. Each certificate evidencing ownership of such Corporation with the same rights, power and privileges as the shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporationso converted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intrado Inc)

Capital Stock of Acquisition Sub. Each At the Effective Time, each share of common stockCommon Stock, $0.01 par value $0.01 per share, of Acquisition Sub that is (the "Acquisition Sub Common Stock") issued and outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock Common Stock, $0.01 par value per share, of the Surviving Corporation. Each At and after the Effective Time, each certificate evidencing ownership of shares of Acquisition Sub Common Stock shall evidence ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lycos Inc)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 1.00 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one (1) validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Omnivision Technologies Inc)

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Capital Stock of Acquisition Sub. Each share of Acquisition Sub common stock, $0.0001 par value $0.01 per share, of Acquisition Sub that is issued and outstanding immediately prior to the Effective Time shall Time, will be converted into one validly issued, fully paid paid, and nonassessable share of Surviving Corporation common stock (“Surviving Corporation Common Stock”), with the stock certificate of the Surviving Corporation. Each certificate Acquisition Sub evidencing ownership of such shares share of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving CorporationCorporation Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (F5 Networks Inc)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, capital stock of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one validly issued, fully paid and nonassessable share of common stock stock, par value $0.00025 per share, of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Iii Agreement and Plan of Merger (Bioclinica Inc)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one (1) validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (E2open Inc)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, stock of Acquisition Sub that is issued and outstanding immediately prior to the Effective Time shall be converted into and become, and shall represent, one validly issued, fully paid and nonassessable share of CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS (*) DENOTE SUCH OMISSIONS. common stock of the Surviving Corporation. Each certificate evidencing ownership of such Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gsi Commerce Inc)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, stock of Acquisition Sub that is issued and outstanding immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable non-assessable share of common stock stock, par value $0.001 per share, of the Surviving Corporation. Each certificate evidencing ownership of such Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Princeton Security Technologies, Inc.)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one (1) validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate Certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mattersight Corp)

Capital Stock of Acquisition Sub. Each share of common stock, par value $0.01 0.0001 per share, of Acquisition Sub that is outstanding immediately prior to the Effective Time shall be converted into one (1) validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. Each certificate evidencing ownership of such shares of common stock of Acquisition Sub shall thereafter evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 1 contract

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

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