Common use of Capitalization of Merger Sub Clause in Contracts

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists of 1,000 shares of common stock, par value $0.01 per share, all of which are validly issued and outstanding. All of the issued and outstanding capital stock of Merger Sub is, and at the Effective Time will be, owned by Parent or a direct or indirect subsidiary of Parent. Merger Sub has outstanding no option, warrant, right, or any other agreement pursuant to which any person other than Parent may acquire any equity security of Merger Sub. Merger Sub has not conducted any business prior to the date hereof and has, and prior to the Effective Time will have, no assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and the Merger and the other transactions contemplated by this Agreement.

Capitalization of Merger Sub. The As of the date hereof, the authorized capital stock of Merger Sub consists of 1,000 shares of 100 common stock, par value $0.01 per share, all of which are validly issued and outstandingshares. All of the issued and outstanding capital stock of Merger Sub is, and at the Effective Time will be, owned directly by Parent or a direct or indirect subsidiary of Parent. Merger Sub has outstanding no option, warrant, right, or any other agreement pursuant to which any person Person other than Parent may may, directly or indirectly, acquire any equity security of Merger Sub. Merger Sub has been formed solely for the purpose of the Merger Agreement and has not conducted any business prior to the date hereof and has, and prior to the Effective Time will have, no assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and the Merger and the other transactions contemplated by this AgreementTransactions.

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists of 1,000 100 shares of common stock, par value $0.01 per share, all of which are validly issued and outstanding. All of the issued and outstanding capital stock of Merger Sub isis as of the date of this Agreement, and at all times through the Effective Time will be, owned directly by Parent or a direct or indirect subsidiary of Parent. Merger Sub has There is no outstanding no option, warrant, right, right or any other agreement pursuant to which any person Person other than Parent may acquire any equity security securities of Merger Sub. Merger Sub has not conducted any business prior to the date hereof and hasof this Agreement, and prior to the Effective Time will have, no assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and the Merger and the other transactions contemplated by this Agreement.

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists solely of 1,000 10,000 shares of common stock, par value $0.01 per share, all 100 shares of which are validly issued and outstanding. All of the issued and outstanding capital stock of Merger Sub is, and at the Acceptance Time and immediately prior to the Effective Time will be, owned by Parent or a direct or indirect subsidiary wholly owned Subsidiary of Parent. Merger Sub has outstanding no optionwas formed solely for the purpose of engaging in the transactions contemplated by this Agreement, warrant, right, or any other agreement pursuant to which any person other than Parent may acquire any equity security of Merger Sub. Merger Sub has not conducted any business prior to the date hereof and hashas no, and prior to the Effective Time will havehave no, no assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and the Offer, the Merger and the other transactions contemplated by this Agreement.

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists of 1,000 shares of one hundred (100) common stockshares, par value $0.01 per share, all of which one hundred (100) shares are validly issued and outstanding. All of the issued and outstanding capital stock shares of Merger Sub isare, and at the Effective Time will be, owned by Parent or a direct or indirect subsidiary of Parent. Merger Sub has does not have outstanding no any option, warrant, right, right or any other agreement pursuant to which any person Person other than Parent may acquire any equity security of Merger Sub. Merger Sub has not conducted any business prior to the date hereof and has, and prior to the Effective Time will have, no assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and the Merger and the other transactions contemplated by this Agreement.

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists of 1,000 shares of common stock, par value $0.01 per share, all of which are validly issued and outstanding. All of the issued and outstanding capital stock of Merger Sub is, and at the Effective Time will be, owned by Parent or a direct or indirect subsidiary of Parent. Merger Sub has outstanding no option, warrant, right, or any other agreement pursuant to which any person Person other than Parent may acquire any equity security of Merger Sub. Merger Sub has not conducted any business prior to the date hereof and has, and prior to the Effective Time will have, no assets, liabilities or obligations of any nature other than those incident to its formation and formation, pursuant to this Agreement and the Merger and the other transactions contemplated by this Agreement, and related to its guarantee of the Odyssey Credit Agreement.

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists solely of 1,000 100 shares of common stock, no par value $0.01 per share, all of which are validly issued and outstanding. All of the issued and outstanding capital stock of Merger Sub is, and at the Acceptance Time and immediately prior to the Effective Time will be, owned by Parent or a direct or indirect subsidiary wholly owned Subsidiary of Parent. Merger Sub has outstanding no optionwas formed solely for the purpose of engaging in the transactions contemplated by this Agreement, warrant, right, or any other agreement pursuant to which any person other than Parent may acquire any equity security of Merger Sub. Merger Sub has not conducted any business prior to the date hereof and hashas no, and prior to the Effective Time will havehave no, no assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and the Offer, the Merger and the other transactions contemplated by this Agreement.