Common use of Changes Affecting Deposited Securities and Reclassifications Clause in Contracts

Changes Affecting Deposited Securities and Reclassifications. Recapitalizations, Etc. Upon any change in par or stated value, split-up, combination or any other reclassifica tion of the Stock, or upon any recapitalization, reorganization, merger, amalgamation or consolidation to which the Company is a party or sale of all or substantially all of the Company's assets, the Depositary may with the approval of, and shall upon the instructions of, the Company, and (in either case) in such manner as to retain as nearly as possible the percentage ownership interest in Stock of holders of the Receipts immediately prior to such event, (i) make such adjustments in (a) the fraction of an interest in one share of Stock underlying one Depositary Share and (b) the ratio of the redemption price per Depositary Share to the redemption price of a share of Stock, in each case as may be necessary fully to reflect the effects of such change in par or stated value, split-up, combination or other reclassification of Stock, or of such recapitalization, reorganization, merger, amal gamation or consolidation or sale, and (ii) treat any securities which shall be received by the Depositary in exchange for or upon conversion of or in respect of the Stock as new deposited securi ties so received in exchange for or upon conversion of or in respect of the Stock. In any such case the Depositary may, with the approval of the Company, execute and deliver additional Receipts, or may call for surrender of all outstanding Receipts to be exchanged for new Receipts specifically describing such new deposited securities. Anything to the contrary herein or in the Receipt notwithstanding, holders of Receipts shall have the right from and after the effective date or any such change in par or stated value, split-up, combination or other reclassification of the Stock or any such recapitalization, reorganization, merger, amalgamation,

Appears in 1 contract

Samples: Deposit Agreement (First Union Corp)

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Changes Affecting Deposited Securities and Reclassifications. Recapitalizations, Etcetc. Upon any change in par or stated value, split-up, combination or any other reclassifica tion reclassification of the StockShares, or upon any recapitalization, reorganization, merger, amalgamation merger or consolidation to which or similar transaction or the Company is a party or sale of all or substantially all of the Company's assetsassets affecting the Company or to which it is a party, the Depositary may in its discretion with the approval of, and shall upon the instructions of, the Company, and (in either case) in such manner as to retain as nearly as possible the percentage ownership interest in Stock of holders of the Receipts immediately prior to such eventDepositary may deem equitable, (i) make such adjustments [as are certified by the Company] in (a) the fraction of an interest in one share of Stock Share underlying one Depositary Share and (b) the ratio of the redemption price per Depositary Share to the redemption price of a share of StockShare, in each case as may be necessary fully to reflect the effects of such change in par or stated value, split-up, combination or other reclassification of StockShares, or of such recapitalization, reorganization, merger, amal gamation or consolidation or sale, sale and (ii) treat any securities which shall be received by the Depositary in exchange for or upon conversion of or in respect of the Stock Shares as new deposited securi ties securities so received in exchange for or upon conversion of or in respect of the Stocksuch Shares. In any such case the Depositary maymay in its discretion, with the approval of the Company, execute and deliver additional Receipts, or may call for the surrender of all outstanding Receipts to be exchanged for new Receipts specifically describing such new deposited securities. Anything to the contrary herein or in the Receipt notwithstanding, holders of Receipts shall have the right from and after the effective date or any such change in par or stated value, split-up, combination or other reclassification of the Stock or any such recapitalization, reorganization, merger, amalgamation,.

Appears in 1 contract

Samples: Deposit Agreement (United Companies Financial Corp)

Changes Affecting Deposited Securities and Reclassifications. RecapitalizationsRECAPITALIZATIONS, EtcETC. Upon any change in par or stated value, split-up, combination or any other reclassifica tion reclassification of the StockShares, or upon any recapitalization, reorganization, merger, amalgamation merger or consolidation to which or similar transaction or the Company is a party or sale of all or substantially all of the Company's assetsassets affecting the Company or to which it is a party, the Depositary may in its discretion with the approval of, and shall upon the instructions of, the Company, and (in either case) in such manner as to retain as nearly as possible the percentage ownership interest in Stock of holders of the Receipts immediately prior to such eventDepositary may deem equitable, (i) make such adjustments [as are certified by the Company] in (a) the fraction of an interest in one share of Stock Share underlying one Depositary Share and (b) the ratio of the redemption price per Depositary Share to the redemption price of a share of StockShare, in each case as may be necessary fully to reflect the effects of such change in par or stated value, split-up, combination or other reclassification of StockShares, or of such recapitalization, reorganization, merger, amal gamation or consolidation or sale, sale and (ii) treat any securities which shall be received by the Depositary in exchange for or upon conversion of or in respect of the Stock Shares as new deposited securi ties securities so received in exchange for or upon conversion of or in respect of the Stocksuch Shares. In any such case the Depositary maymay in its discretion, with the approval of the Company, execute and deliver additional Receipts, or may call for the surrender of all outstanding Receipts to be exchanged for new Receipts specifically describing such new deposited securities. Anything to the contrary herein or in the Receipt notwithstanding, holders of Receipts shall have the right from and after the effective date or any such change in par or stated value, split-up, combination or other reclassification of the Stock or any such recapitalization, reorganization, merger, amalgamation,.

Appears in 1 contract

Samples: Deposit Agreement (Bank of America Corp /De/)

Changes Affecting Deposited Securities and Reclassifications. Recapitalizations, Etcetc. Upon any change in par or stated value, split-up, combination combination, or any other reclassifica tion reclassification of the StockShares, or upon any recapitalization, reorganization, mergermerger or consolidation, amalgamation or consolidation to which similar transaction or the Company is a party or sale of all or substantially all of the Company's assetsassets affecting the Company or to which it is a party, the Depositary may in its discretion with the approval of, and shall upon the instructions of, the Company, and (in either case) in such manner as to retain as nearly as possible the percentage ownership interest in Stock of holders of the Receipts immediately prior to such eventDepositary may deem equitable, (i) shall make such adjustments [as are certified by the Company] in (a) the fraction of an interest in one share of Stock Share underlying one Depositary Share and (b) the ratio of the redemption price per Depositary Share to the redemption price of a share of StockShare, in each case as may be necessary fully to reflect the effects of such change in par or stated value, split-up, combination combination, or other reclassification of StockShares, or of such recapitalization, reorganization, merger, amal gamation or consolidation or sale, sale and (ii) shall treat any securities which shall be received by the Depositary in exchange for or upon conversion of or in respect of the Stock Shares as new deposited securi ties securities so received in exchange for or upon conversion of or in respect of the Stocksuch Shares. In any such case the Depositary maymay in its discretion, with the approval of the Company, execute and deliver additional Receipts, or may call for the surrender of all outstanding Receipts to be exchanged for new Receipts specifically describing such new deposited securities. Anything to the contrary herein or in the Receipt notwithstanding, holders of Receipts shall have the right from and after the effective date or any such change in par or stated value, split-up, combination or other reclassification of the Stock or any such recapitalization, reorganization, merger, amalgamation,.

Appears in 1 contract

Samples: Deposit Agreement (Bank of America Corp /De/)

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Changes Affecting Deposited Securities and Reclassifications. Recapitalizations, Etcetc. Upon any change in par or stated liquidation value, split-up, combination or any other reclassifica tion reclassification of the Stock, or upon any recapitalization, reorganization, reorganization merger, amalgamation or consolidation affecting the Company or to which the Company it is a party or sale of all or substantially all party, the Depositary shall, upon the instructions of the Company's assets, the Depositary may with the approval of, and shall upon the instructions of, the Company, and (in either case) in such manner as to retain as nearly as possible the percentage ownership interest in Stock of holders of the Receipts immediately prior to such event, (i) make such adjustments in (a) the fraction of an interest in one share of Stock underlying one Depositary Share and (b) the ratio of the redemption price per Depositary Share to the redemption price of a share of the Stock, in each case as may be necessary fully to reflect the effects of such change in par or stated liquidation value, split-up, combination or other reclassification of the Stock, or of such recapitalization, reorganization, merger, amal gamation amalgamation or consolidation or sale, and (ii) treat any securities which that shall be received by the Depositary in exchange for or upon conversion of or in respect of the Stock as new deposited securi ties securities so received in exchange for or upon conversion of or in respect of the such Stock. In any such case the Depositary maymay in its discretion, with the approval of the Company, execute and deliver additional Depositary Receipts, or may call for the surrender of all outstanding Depositary Receipts to be exchanged for new Depositary Receipts specifically describing such new deposited securities. Anything Furthermore, by mutual agreement of the Company and the Depositary, the Depositary may at any time make adjustments in (i) the fraction of an interest in one share of Stock underlying one Depositary Share and (ii) the ratio of the redemption price or exchange price per Depositary Share to the contrary herein redemption price or in the Receipt notwithstanding, holders exchange price of Receipts shall have the right from and after the effective date or any such change in par or stated value, split-up, combination or other reclassification a share of the Stock or any such recapitalization, reorganization, merger, amalgamation,Stock.

Appears in 1 contract

Samples: Deposit Agreement (Mack Cali Realty Corp)

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