Common use of Conversion of Merger Sub Shares Clause in Contracts

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and non-assessable share of the common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Merger Agreement (National Semiconductor Corp), Merger Agreement (National Semiconductor Corp)

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Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of Parent, the holder thereofMerger Sub, the Company or the Stockholders, each share of capital stock of Merger Sub that is issued and outstanding immediately prior to the Effective Time shall be canceled and automatically converted into and become one fully paid and non-assessable a share of common stock, par value $0.0001 of the Surviving Corporation. Each certificate evidencing ownership of shares of capital stock of Merger Sub shall, as of the Effective Time, evidence ownership of shares of common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Merger Agreement (Vickers Vantage Corp. I), Merger Agreement (Sorrento Therapeutics, Inc.)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and non-assessable share of the common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Merger Agreement (Softnet Systems Inc), Merger Agreement (Icoa Inc)

Conversion of Merger Sub Shares. At As of the Effective Time, each issued and outstanding share of capital common stock of Merger Sub shall, by virtue of the Merger and without any action on the part of the any holder thereof, automatically be converted into and become thereafter evidence one validly issued, fully paid and non-assessable nonassessable share of common stock of the Surviving Corporation. Each stock certificate of Merger Sub evidencing ownership of any such shares of common stock of Merger Sub shall, as of the Effective Time, evidence ownership of such shares of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Premiere Global Services, Inc.)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holder thereof, each share of capital stock of Merger Sub issued and outstanding immediately prior to the Effective Time (collectively, the “Merger Sub Shares”) shall be converted into and become one fully paid and non-assessable share of the common stock of the (1) Surviving CorporationEntity Share.

Appears in 1 contract

Samples: Merger Agreement (Aramark Corp)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of capital stock of Merger Sub issued and outstanding immediately prior to the Effective Time (collectively, the “Merger Sub Shares”) shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and non-assessable share of the common stock of the Surviving Corporation.Entity Common Share. For

Appears in 1 contract

Samples: Merger Agreement (Genpact LTD)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holder thereofof any share of capital stock of Merger Sub, each share of capital stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and become one fully paid and non-assessable share of the common stock of the Surviving CorporationCorporation (as such term is defined in the Surviving Corporation Certificate of Incorporation).

Appears in 1 contract

Samples: Merger Agreement (SB/RH Holdings, LLC)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of outstanding capital stock of Merger Sub shall, by virtue of shall remain issued and outstanding after the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and non-assessable Effective Time as a share of the common capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Itc Deltacom Inc)

Conversion of Merger Sub Shares. At the Effective Time, each Each issued and outstanding share of the capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of the holder thereof, shall be converted into and become one fully fully-paid and non-assessable share of the nonassessable common stock share, no par value, of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Prospect Acquisition Corp)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding Each share of capital stock of Merger Sub shall, by virtue of issued and outstanding immediately prior to the Merger and without any action on the part of the holder thereof, Effective Time shall be converted into and become one newly issued, fully paid and non-assessable share of the common stock of the Surviving CorporationEntity.

Appears in 1 contract

Samples: Merger Agreement (OptimizeRx Corp)

Conversion of Merger Sub Shares. At As of the Effective Time, each issued and outstanding share of capital stock of Merger Sub shall, by virtue ------------------------------- of the Merger and without any action on the part of the holder thereofholders of the capital stock of the Constituent Corporations, each of the Merger Sub Shares shall be converted into and become one fully paid and non-assessable share of the common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Nexthealth Inc)

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Conversion of Merger Sub Shares. At the Effective Time, each ------------------------------- share of Common Stock of Merger Sub shall be converted into one (1) issued and outstanding share of capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and non-assessable nonassessable share of the common stock of the Surviving Corporation, and shall constitute the only shares of capital stock of the Surviving Corporation outstanding immediately after the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Certicom Corp)

Conversion of Merger Sub Shares. At the Effective Time, ------------------------------- each issued and outstanding share of capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and non-assessable share of the common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Eoexchange Inc/Ca)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of capital common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and non-assessable share of the common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Intranet Solutions Inc)

Conversion of Merger Sub Shares. At Effective as of the Effective Time, each issued and outstanding share of capital stock of Merger Sub issued and outstanding immediately prior thereto shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become one fully paid and non-assessable share of the common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Lindsay Manufacturing Co)

Conversion of Merger Sub Shares. At the Effective TimeEach share of common stock, each no par value per share, of Merger Sub issued and outstanding share of capital stock of Merger Sub shall, by virtue of immediately prior to the Merger and without any action on the part of the holder thereof, Effective Time will be converted into and become one validly issued, fully paid and non-assessable share of the common stock of the Surviving CorporationCompany, and shall constitute the only outstanding shares of capital stock of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Myers Industries Inc)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding share of capital stock of Merger Sub shall, by virtue of the Merger and without any action on the part of the holder holders thereof, each share of common stock, no par value per share, of Merger Sub issued and outstanding, and all rights with respect thereto, shall be converted into and become one validly issued, fully paid and non-assessable share of the common stock of the Surviving CorporationEntity.

Appears in 1 contract

Samples: Merger Agreement (Ascent Energy Inc)

Conversion of Merger Sub Shares. At the Effective Time, each issued and outstanding Each share of capital stock of Merger Sub shall, issued and outstanding immediately before the Effective Time shall not be converted or exchanged by virtue of the Merger and without any action on the part of the holder thereof, be converted into and become shall remain outstanding as one fully paid and non-assessable share of the common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Analytical Surveys Inc)

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