Common Stock of Merger Sub. Each share of common stock, without par value, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into one newly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (North Pittsburgh Systems Inc), Merger Agreement (North Pittsburgh Systems Inc), Merger Agreement (Consolidated Communications Holdings, Inc.)
Common Stock of Merger Sub. Each share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time of the Merger shall be converted into one newly issued, fully paid and nonassessable share of the common stock stock, par value $0.001 per share, of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Somanta Pharmaceuticals Inc.), Merger Agreement (Access Pharmaceuticals Inc), Merger Agreement (Access Pharmaceuticals Inc)
Common Stock of Merger Sub. Each issued and outstanding share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly issued, fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Fremont Partners Lp), Merger Agreement (Square D Co), Merger Agreement (Juno Lighting Inc)
Common Stock of Merger Sub. Each At the Effective Time, each share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) then issued and outstanding immediately prior to shall, by virtue of the Effective Time shall Merger and without any action on the part of Merger Sub, be converted into and become one newly issued, fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 2 contracts
Samples: Plan of Merger and Exchange Agreement (Global Decisions Group LLC), Plan of Merger and Exchange Agreement (Global Decisions Group LLC)
Common Stock of Merger Sub. Each share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to before the Effective Time shall be converted into one newly (1) validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Integrated Alarm Services Group Inc), Merger Agreement (Integrated Alarm Services Group Inc)
Common Stock of Merger Sub. Each share At the Effective Time, all of common stock, without par value, the outstanding shares of Common Stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into one newly issued, fully paid and nonassessable share an equal number of common stock shares of Common Stock of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger and Exchange Agreement (Commtouch Software LTD), Plan and Agreement of Reorganization (Liberate Technologies)
Common Stock of Merger Sub. Each share of the common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one newly validly issued, fully paid and nonassessable share of common stock of the Surviving CorporationCompany with the same rights, powers and privileges as the shares so converted. Each certificate of Merger Sub evidencing ownership of any common stock of Merger Sub shall evidence, from and after the Effective Time, ownership of shares of the Surviving Company.
Appears in 2 contracts
Samples: Merger Agreement (Air Express International Corp /De/), Tender Offer and Merger Agreement (Dp Acquisition Corp)
Common Stock of Merger Sub. Each share of common stock, without par valuevalue $0.01 per share, of Merger Sub (the “Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into one newly validly issued, fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement, Merger Agreement (Palmsource Inc)
Common Stock of Merger Sub. Each issued and outstanding share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation.
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Common Stock of Merger Sub. Each At the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the Company or Parent, each share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall each be converted into and exchanged for one newly issued, fully paid and nonassessable (1) share of common stock of the Surviving CorporationCompany.
Appears in 1 contract
Common Stock of Merger Sub. Each At the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the Company or Parent, each share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall each be converted into and exchanged for one newly issued, fully paid and nonassessable (1) share of common stock Common Stock of the Surviving CorporationCompany.
Appears in 1 contract
Samples: Merger Agreement (Flir Systems Inc)
Common Stock of Merger Sub. Each At the Effective Time, each share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving CorporationCorporation with the same rights, powers and privileges as the shares so converted.
Appears in 1 contract
Common Stock of Merger Sub. Each share of common stock, without par value, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.
Appears in 1 contract
Common Stock of Merger Sub. Each share of the common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one newly validly issued, fully paid paid, and nonassessable non-assessable share of the common stock of the Surviving Corporation.
Appears in 1 contract
Common Stock of Merger Sub. Each issued and outstanding share of common stock, without par value, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly validly issued, fully paid and nonassessable share of common stock, without par value, of the Surviving Corporation. From and after the Effective Time, all shares of Merger Sub Common Stock shall be deemed for all purposes to represent the number of shares of common stock of the Surviving CorporationCorporation into which they were converted in accordance with the immediately preceding sentence.
Appears in 1 contract
Common Stock of Merger Sub. Each share of common stock, without par valuevalue $0.01 per share, of Merger Sub (the “Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into one newly issued, fully paid and nonassessable share of common stock stock, par value $0.0004 per share, of the Surviving Corporation. Immediately prior to the Effective Time, Merger Sub shall have issued and outstanding that number of shares of Merger Sub Common Stock equal to the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time, other than and excluding any Excluded Shares (as hereinafter defined).
Appears in 1 contract
Samples: Merger Agreement (Price Legacy Corp)
Common Stock of Merger Sub. Each share of common stock, without par value, of Merger Sub (“Merger Sub Common Stock”) Stock issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly validly issued, fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 1 contract
Common Stock of Merger Sub. Each share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to before the Effective Time shall be converted into and represent one newly validly issued, fully paid and nonassessable share of common stock of the Surviving CorporationCorporation (the "Surviving Corporation Common Stock"), which shares of the Surviving Corporation Common Stock shall constitute all of the issued and outstanding capital stock of the Surviving Corporation and shall be owned by Parent (or a Subsidiary thereof) at the Effective Time.
Appears in 1 contract
Common Stock of Merger Sub. Each share of common stock, without par valuevalue $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into one newly validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.
Appears in 1 contract
Common Stock of Merger Sub. Each share of common stock, without par value, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time Time, shall be converted into one newly issued, fully paid and nonassessable share of common stock stock, without par value, of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Value City Department Stores Inc /Oh)
Common Stock of Merger Sub. Each At the Effective Time, each issued and outstanding share of common stock, without par value, stock of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (GLAUKOS Corp)
Common Stock of Merger Sub. Each share of common stock, without par valuevalue $0.0001 per share, of Merger Sub (“"Merger Sub Common Stock”") issued and outstanding immediately prior to the Effective Time shall be converted into one newly validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.
Appears in 1 contract
Common Stock of Merger Sub. Each share of common stock, without par valuevalue $0.0001 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into one newly validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Goldleaf Financial Solutions Inc.)