Common use of Company Common Stock Clause in Contracts

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding (A) Cancelled Company Shares, and (B) any Dissenting Company Shares) shall be canceled and extinguished and automatically converted into the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing such share of Company Common Stock in the manner provided in Section 3.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner provided in Section 3.10).

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled Company Shares, and (B) any Dissenting Company Shares) shall be canceled and extinguished and automatically converted into the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided in Section 3.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner provided in Section 3.10).

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled Company Shares, Shares and (B) any Dissenting Company Shares) shall be canceled and extinguished and automatically converted into the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided in Section 3.8 2.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner provided in Section 3.102.10).

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled Company Shares, Shares and (B) any Dissenting Company Shares) shall be canceled cancelled and extinguished and automatically converted into into, and thereafter represent only, the right to receive cash (A) $9.00 in an amount equal to cash, without interest thereon (the Offer Price “Cash Consideration”), and (B) 0.2109 of a validly issued, fully paid and nonassessable share of Parent Common Stock (the “Stock Consideration” and, together with the Cash Consideration, the “Merger Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock or the Uncertificated Shares in the manner provided in accordance with Section 3.8 2.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner provided in Section 3.102.10).

Company Common Stock. Each share of the Common Stock, par value $0.10 per share, of the Company (“Company Common Stock that is Stock”) issued and outstanding immediately prior to the Effective Time (excluding (A) Cancelled Time, other than any shares of Company SharesCommon Stock to be canceled pursuant to Section 1.6(d), and (B) any Dissenting Company Shares) shall will be canceled and extinguished and automatically converted (subject to Section 1.7) into the right to receive cash in an amount of cash equal to the Offer Price $37.00, without interest (such amount of cash hereinafter referred to as the “Merger Consideration”), without interest thereon, which shall be payable ) upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided in Section 3.8 1.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit (and bond, if required) in the manner provided in Section 3.101.10).

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled shares of Owned Company SharesCommon Stock, (B) any Company Stock-Based Award and (BC) any Dissenting Company Shares) shall be canceled cancelled and extinguished and automatically converted into the right to receive $7.90 in cash in an amount equal to the Offer Price (individually, the “Merger Per Share Price” and, in the aggregate, the “Share Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided 11 Table of Contents in Section 3.8 2.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit (and bond, if required) in the manner provided in Section 3.102.10).

Company Common Stock. Each share of Company Common Stock that is issued and outstanding immediately prior to the Effective Time (excluding (A) Cancelled Company Shareswill, and (B) any Dissenting Company Shares) shall at the Effective Time, be canceled and extinguished and be converted automatically converted into the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”)receive, without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided in Section 3.8 2.5(c) an amount of cash equal to the Common Exchange Ratio (or in the case of a lostwhich, stolen or destroyed certificateit is understood, may be zero), upon delivery of an affidavit the terms and subject to conditions set forth below and throughout this Agreement, including, without limitation, the escrow provisions set forth in the manner provided in Section 3.10)Article VIII.

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled Company Shares, and (B) any Dissenting Company Shares) shall be canceled cancelled and extinguished and automatically converted into the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided in Section 3.8 2.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner provided in Section 3.102.10).

Company Common Stock. Each Subject to Section 1.6(f), each share of Company Common Stock that is issued and outstanding immediately prior to the Effective Time (excluding (A) other than any Cancelled Company Shares, Shares and (B) any Dissenting Company Shares) shall be canceled and extinguished and automatically converted into the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”), payable without interest thereonthereon in cash, which shall be payable net of applicable withholding of Taxes, upon the surrender of the certificate evidencing such share of Company Common Stock Certificates or Book-Entry Shares, as applicable, in the manner provided in Section 3.8 2.4 (or in the case of a lost, stolen or destroyed certificateCertificate, upon delivery of an affidavit in the manner provided in Section 3.102.6).

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled shares of Company SharesCommon Stock owned by Newco, Merger Sub or the Company, or by any direct or indirect wholly-owned Subsidiary of Newco, Merger Sub or the Company, in each case immediately prior to the Effective Time, and (B) any Dissenting Company Shares) shall be canceled and extinguished and automatically converted into the right to receive cash in an amount equal to the Offer Price $5.30 (individually, the “Merger Per Share Price” and, in the aggregate, the “Share Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided in Section 3.8 2.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit (and bond, if required) in the manner provided in Section 3.102.10).

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled Company Shares, Shares and (B) any Dissenting Company Shares) shall be canceled and extinguished and automatically converted into into, and thereafter represent only, the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided in Section 3.8 2.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner provided in Section 3.102.10).

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled Company Shares, (B) Accepted Company Shares, and (BC) any Dissenting Company Shares) shall be canceled and extinguished and automatically converted into the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock in the manner provided in Section 3.8 2.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner provided in Section 3.102.10).

Company Common Stock. Each share of Company Common Stock that is issued and outstanding immediately prior to the Effective Time (excluding other than (Ax) Cancelled Company Shares, any Shares to be cancelled pursuant to Section 2.07(a)(ii) and (By) any Dissenting Company Shares, which shall be treated as provided in Section 2.09) shall be canceled cancelled and extinguished and shall be converted automatically converted into the right to receive cash in an amount in cash equal to the Offer Price Per Share Amount, without interest thereon (the “Merger Consideration”), without interest thereon, which shall be payable to the holder of such Share upon the surrender of the certificate evidencing that formerly evidenced such share of Company Common Stock in the manner provided in Section 3.8 2.10 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner as otherwise provided in Section 3.102.10).

Company Common Stock. Each share of Company Common Stock that is outstanding immediately prior to the Effective Time (excluding other than (A) Cancelled Company Shares, Shares and (B) any Dissenting Company Shares) shall be canceled cancelled and extinguished and automatically converted into into, and thereafter represent only, the right to receive cash in an amount equal to the Offer Price (the “Merger Consideration”), without interest thereon, which shall be payable upon the surrender of the certificate evidencing representing such share of Company Common Stock or the Uncertificated Shares in the manner provided in accordance with Section 3.8 2.8 (or in the case of a lost, stolen or destroyed certificate, upon delivery of an affidavit in the manner provided in Section 3.102.10).