Common use of Conversion of Target Shares Clause in Contracts

Conversion of Target Shares. At and as of the Effective Time, by virtue of the Merger and without any action on the part of Acquiror, Merger Sub, Target or Stockholder, each Target Share that consists of preferred stock of Target shall automatically be converted into 1.28474053 of a share of Acquiror Shares, and each Target Share that consists of common stock of Target shall automatically be converted into 1.13552971 of a share of Acquiror Shares (together, the “Merger Consideration”). Each Target Share that is directly owned by Acquiror or Shareholder immediately prior to the Effective Time shall automatically be cancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Q2 Holdings, Inc.), Agreement and Plan of Reorganization (Q2 Holdings, Inc.)

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Conversion of Target Shares. At and as of the Effective Time, by virtue of the Merger and without any action on the part of Acquiror, Merger Sub, Target or Stockholder, each Target Share that consists of preferred stock of Target shall automatically be converted into 1.28474053 0.83762047 of a share of Acquiror Shares, and each Target Share that consists of common stock of Target shall automatically be converted into 1.13552971 0.32720209 of a share of Acquiror Shares (together, the “Merger Consideration”). Each Target Share that is directly owned by Acquiror or Shareholder immediately prior to the Effective Time shall automatically be cancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Q2 Holdings, Inc.), Agreement and Plan of Reorganization (Q2 Holdings, Inc.)

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