Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or the Company, each share of Merger Sub capital stock will be converted into and become one fully paid and non-assessable share of common stock of the Surviving Corporation.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Pandion Therapeutics, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Arqule Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub Sub, the Company or any holder of shares of the Companycapital stock of Merger Sub, each share of common stock of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.001 per share, of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (CoLucid Pharmaceuticals, Inc.), Agreement and Plan of Merger (Datalink Corp), Agreement and Plan of Merger (Insight Enterprises Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or any holder of shares of Merger Sub or the Companycapital stock, each issued and outstanding share of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ply Gem Holdings Inc), Agreement and Plan of Merger (Kensey Nash Corp), Agreement and Plan of Merger (Martek Biosciences Corp)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub Sub, the Company or any holder of shares of the Companycapital stock of Merger Sub, each share of common stock of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.0001 per share, of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Cascadian Therapeutics, Inc.), Agreement and Plan of Merger (Seattle Genetics Inc /Wa)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or the Companyholder thereof, each share of common stock, no par value per share, of Merger Sub capital stock will issued and outstanding immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and non-assessable nonassessable share of common stock, no par value per share, of the Surviving Corporation, so that after the Effective Time, Parent shall be the only holder of all of the issued and outstanding common stock of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Us 1 Industries Inc), Agreement and Plan of Merger (Us 1 Industries Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or any holder of shares of Merger Sub or the Companycapital stock, each share of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.005 per share, of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pfizer Inc), Agreement and Plan of Merger (Encysive Pharmaceuticals Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub Sub, the Company or the Companyany holder of any shares of Company Common Stock, each share of capital stock of Merger Sub capital stock will outstanding immediately prior to the Effective Time shall be converted into and become thereafter represent one fully paid and non-assessable nonassessable share of common stock stock, par value $0.001 per share, of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sandridge Energy Inc), Agreement and Plan of Merger (Arena Resources Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub any Purchaser Entity or the CompanySellers, each such share of capital stock, and any issued and outstanding shares of Merger Sub representing such capital stock stock, immediately prior to the Effective Time will be converted into and become one fully paid and non-assessable share nonassessable unit of common stock membership interest of the Surviving CorporationCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger (J. Alexander's Holdings, Inc.)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or the Company, each share of Merger Sub capital stock will be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.001 per share, of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (SGX Pharmaceuticals, Inc.)
Conversion of Merger Sub Capital Stock. At As of the Effective Time, by virtue each issued and outstanding share of capital stock of the Merger Sub will be automatically and without any action on the part of Parent, Merger Sub or the Company, each share of Merger Sub capital stock will be any Person converted into and become one fully validly issued, fully-paid and non-assessable share of common stock of the Surviving Corporation.
Appears in 1 contract
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or any holder of shares of Merger Sub or the Companycapital stock, each share of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, no par value, of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dusa Pharmaceuticals Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or any holder of shares of Merger Sub or the Companycapital stock, each issued and outstanding share of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 1 contract
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub Sub, the Company or any holder of shares of the Companycapital stock of Merger Sub, each share of common stock of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.01 per share of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Op Tech Environmental Services Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or the Company, each share of Merger Sub capital stock will be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.0001 per share, of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Energy Conversion Devices Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or Sub, the Company, or any holder of shares of the capital stock of Merger Sub, each share of common stock of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Surmodics Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub Sub, the Company or any holder of shares of the Companycapital stock of Merger Sub, each share of common stock of Merger Sub capital stock will shall be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, no par value, of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fsi International Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or the Company, each share of Merger Sub capital stock will be converted into and become one fully paid and non-assessable nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 1 contract
Samples: Voting Agreement (Iomai Corp)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or any holder of shares of Merger Sub or the Companycapital stock, each share of Merger Sub capital stock will shall be converted into and become one validly issued, fully paid and non-assessable nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Inspire Pharmaceuticals Inc)
Conversion of Merger Sub Capital Stock. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or the Companyholder thereof, each share of common stock, no par value per share, of Merger Sub capital stock will issued and outstanding immediately prior to the Effective Time shall be converted into and become one (1) fully paid and non-assessable share of common stock, no par value per share, of the Surviving Corporation and constitute the only outstanding shares of capital stock of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger
