Common use of Capital Stock of Sub Clause in Contracts

Capital Stock of Sub. Each share of the capital stock of Sub issued and outstanding immediately prior to the Effective Time shall be converted into and become a number of fully paid and nonassessable shares of common stock, par value $0.25 per share, of the Surviving Corporation equal to the quotient realized by dividing (i) the sum of (A) the aggregate number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time, (B) the aggregate number of shares of Company Common Stock that are owned by and held in the treasury of the Company immediately prior to the Effective Time and (C) the aggregate number of shares of Company Common Stock issuable, immediately prior to the Effective Time, in respect of all then outstanding Options, by (ii) the aggregate number of shares of capital stock of Sub issued and outstanding immediately prior to the Effective Time.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Ply Gem Industries Inc), Agreement and Plan of Merger (Snyder Dana R), Agreement and Plan of Merger (Ply Gem Industries Inc)

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Capital Stock of Sub. Each share of the capital stock of Sub issued and outstanding immediately prior to the Effective Time shall be converted into and become a number of fully paid and nonassessable shares of common stock, par value $0.25 0.10 per share, of the Surviving Corporation equal to the quotient realized by dividing (i) the sum of (A) the aggregate number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time, (B) the aggregate number of shares of Company Common Stock that are owned by and held in the treasury of the Company immediately prior to the Effective Time and (C) the aggregate number of shares of Company Common Stock issuable, immediately prior to the Effective Time, in respect of all then outstanding Options, by (ii) the aggregate number of shares of capital stock of Sub issued and outstanding immediately prior to the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (International Home Foods Inc), Agreement and Plan of Merger (International Home Foods Inc)

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