Conversion of Sub Common Stock. Each share of Sub Common Stock issued and outstanding immediately prior to the Effective Time shall be converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation (the “Converted Shares”). The Converted Shares shall constitute the only outstanding shares of capital stock of the Surviving Corporation at the Effective Time. From and after the Effective Time, all certificates representing shares of Sub Common Stock shall be deemed for all purposes to represent the Converted Shares until the board of directors of the Surviving Corporation issues new certificates in respect of such shares.
Conversion of Sub Common Stock. Each share of common stock of Sub issued and outstanding immediately prior to the Effective Time shall be converted into and thereafter evidence one fully paid and non-assessable share of common stock of the Surviving Corporation.
Conversion of Sub Common Stock. Each share of Sub Common Stock issued and outstanding immediately prior to the Effective Time shall be converted into one fully paid and nonassessable share of common stock, par value $0.001 per share, of the Surviving Corporation (the “Converted Shares”). Except as set forth in Section 1.6(d), the Converted Shares shall constitute the only outstanding shares of capital stock of the Surviving Corporation at the Effective Time. From and after the Effective Time, all certificates representing shares of Sub Common Stock shall be deemed for all purposes to represent the Converted Shares until the board of directors of the Surviving Corporation issues new certificates in respect of such shares.
Conversion of Sub Common Stock. The shares of common stock, par value $.01 per share, of Sub ("Sub Common Stock") 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, (i) in the event all of the outstanding Preferred Shares of the Company shall have been converted into Common Shares, automatically be converted into and thereafter represent 1,000 validly issued, fully paid and nonassessable common shares, par value $0.01 per share, of the Surviving Corporation ("Surviving Corporation Common Stock"), and (ii) in the event any of the outstanding Preferred Shares of the Company shall not have been converted into Common Shares, automatically be converted into and thereafter represent 13.6 million validly issued, fully paid and nonassessable Surviving Corporation Common Stock, so that, in either event, thereafter Buyer will be the sole and exclusive owner of the outstanding Surviving Corporation Common Stock.
Conversion of Sub Common Stock. Each share of common stock, par value $.01 per share, of 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 represent the right to receive one share of common stock of the Surviving Corporation, which thereafter will constitute all of the issued and outstanding common stock of the Surviving Corporation.
Conversion of Sub Common Stock. Each share of common stock, par value $.01 per share, of Sub issued and outstanding immediately prior to the Effective Time shall be converted into that number of validly issued, fully paid and non-assessable shares of Company Common Stock equal to 96.58% (subject to adjustment to reflect any adjustment to the number of shares of Company Common Stock to be purchased for cash as part of the Company Recapitalization and the number of shares of Company Stock to be issued if the provisions of Article IIIA are applicable, pursuant to Section 6.16) of the total number of shares of Company Common Stock issued pursuant to Section 3.1A(a)(2) and this Section 3.1A(a)(4).
Conversion of Sub Common Stock. At the Effective Time, each share of the Common Stock of Sub that is issued and outstanding immediately prior to the Effective Time will, by virtue of the Merger and without the need for any further action on the part of the holder thereof, be converted into and become one (1) share of SLC Common Stock that is issued and outstanding immediately after the Effective Time, and the shares of SLC Common Stock into which the shares of Sub Common Stock are so converted in the Merger will be the only shares of capital stock of SLC that are issued and outstanding immediately after the Effective Time.
Conversion of Sub Common Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder thereof, the common shares, no par value, of Sub issued and outstanding immediately prior to the Effective Time shall automatically be converted into and thereafter represent such number of validly issued, fully paid and non-assessable shares of Common Stock, par value $0.01 per share (the "SURVIVING CORPORATION COMMON STOCK"), of the Surviving Corporation equal to the Cash Contribution Amount divided by $15.25.
Conversion of Sub Common Stock. Except as otherwise provided herein, each issued and outstanding share of Sub Common Stock shall be converted into fully paid and non-assessable shares of Parent Common Stock in accordance with the Exchange Ratio described in Section 2.02. Three Hundred Ninety Thousand (390,000) common shares of said Merger Consideration shall be the "Initial Deposit" and deposited by the Parent with the Exchange Agent (as described below) further to Section 2.04(a) herein, shall be deposited by the Parent into the Sub, together with the Initial Deposit, shall be known as the "Merger Consideration."
Conversion of Sub Common Stock. At the Effective Time, each share of the Common Stock of Sub that is issued and outstanding immediately prior to the Effective Time will, by virtue of the Merger and without the need for any further action on the part of the holder thereof, be converted into and become one (1) share of CTI Common Stock that is issued and outstanding immediately after the Effective Time, and the shares of CTI Common Stock into which the shares of Sub Common Stock are so converted in the Merger will be the only shares of capital stock of CTI that are issued and outstanding immediately after the Effective Time.
