Common use of Conversion of Company Capital Stock Clause in Contracts

Conversion of Company Capital Stock. Subject to Sections 2.02(d), 2.02(f) and 2.03(e), (i) each issued and outstanding share of Company Common Stock (other than shares to be canceled in accordance with Section 2.02(b)), shall be converted into the right to receive 0.75 (the "Common Conversion Number") of a fully paid and nonassessable share of Holdco Common Stock and (ii) each issued and outstanding share of Class C Preferred Stock (other than shares to be canceled in accordance with Section 2.02(b)) shall be converted into the right to receive 4.80 fully paid and nonassessable shares of Holdco Common Stock. As of the Effective Time of the Mergers, all such shares of Company Capital Stock shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist, and each holder of a certificate representing any such shares of Company Capital Stock shall cease to have any rights with respect thereto, except the right to receive, upon the surrender of any such certificates, certificates representing the shares of Holdco Common Stock and any cash in lieu of fractional shares of Holdco Common Stock to be issued or paid in consideration therefor upon surrender of such certificate in accordance with Section 2.03, without interest.

Conversion of Company Capital Stock. Subject to Sections 2.02(d), 2.02(f2.01(d) and 2.03(e2.02(e), (i) each issued and outstanding share of Company Common Stock (other than shares to be canceled in accordance with Section 2.02(b2.01(b)), shall be converted into the right to receive 0.75 (the "Common Conversion Number") of a fully paid and nonassessable share of Holdco Parent Common Stock and (ii) each issued and outstanding share of Class C Preferred Stock (other than shares to be canceled in accordance with Section 2.02(b2.01(b)) shall be converted into the right to receive 4.80 fully paid and nonassessable shares of Holdco Parent Common Stock. Pursuant to the Rights Agreement (as defined in Section 3.02(c)), one Right (as defined in the Rights Agreement) will be attached to each share of Parent Common Stock issued upon conversion of Company Capital Stock in accordance with this Section 2.01(c). As of the Effective Time of the MergersMerger, all such shares of Company Capital Stock shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist, and each holder of a certificate representing any such shares of Company Capital Stock shall cease to have any rights with respect thereto, except the right to receive, upon the surrender of any such certificates, certificates representing the shares of Holdco Parent Common Stock and any cash in lieu of fractional shares of Holdco Parent Common Stock to be issued or paid in consideration therefor upon surrender of such certificate in accordance with Section 2.032.02, without interest.

Conversion of Company Capital Stock. Subject to Sections 2.02(d), 2.02(f2.01(d) and 2.03(e2.02(e), (i) each issued and outstanding share of Company Common Stock (other than shares to be canceled in accordance with Section 2.02(b2.01(b)), shall be converted into the right to receive 0.75 (the "Common Conversion Number") of a fully paid and nonassessable share of Holdco Parent Common Stock and (ii) each issued and outstanding share of Class C Preferred Stock (other than shares to be canceled in accordance with 13 Section 2.02(b2.01 (b)) shall be converted into the right to receive 4.80 fully paid and nonassessable shares of Holdco Parent Common Stock. Pursuant to the Rights Agreement (as defined in Section 3.02(c)), one Right (as defined in the Rights Agreement) will be attached to each share of Parent Common Stock issued upon conversion of Company Capital Stock in accordance with this Section 2.01(c). As of the Effective Time of the MergersMerger, all such shares of Company Capital Stock shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist, and each holder of a certificate representing any such shares of Company Capital Stock shall cease to have any rights with respect thereto, except the right to receive, upon the surrender of any such certificates, certificates representing the shares of Holdco Parent Common Stock and any cash in lieu of fractional shares of Holdco Parent Common Stock to be issued or paid in consideration therefor upon surrender of such certificate in accordance with Section 2.032.02, without interest.