CONVERSION OF WARRANTS TO PURCHASE SURVIVING CORPORATION SHARES Sample Clauses

CONVERSION OF WARRANTS TO PURCHASE SURVIVING CORPORATION SHARES. At the Effective Time, all warrants to purchase shares of common stock of the Surviving Corporation, par value $.001 per share, granted and outstanding at the Effective Time (each such warrant an "Old Warrant", and such warrants being collectively referred to herein as "Old Warrants"), shall be automatically converted, by operation of law, into and shall become a warrant to purchase an identical number of shares of common stock of the Parent Corporation, par value $.0001 per share, exercisable at the same price and subject to the same terms and conditions as each Old Warrant (such warrants being collectively referred to herein as the "New Warrants"), without any further act on the part of the holders thereof, the Parent Corporation, or the Surviving Corporation. At the Effective Time, the Parent Corporation shall assume all of the rights and obligations set forth in the Old Warrants including, without limitation, all registration rights relating to shares underlying such Old Warrants, which, from and after the Effective Time shall cease to be the obligations of the Surviving Corporation. No other property, shares, other securities or consideration of any type will be distributed or issued in respect of the Old Warrants in connection with or as a result of the Merger or by the Surviving Corporation in respect of the Warrants from and after the Effective Time. The Old Warrants issued by the Surviving Corporation shall be deemed from and after the Effective Time to represent New Warrants and, upon surrender of the Old Warrants, the holders thereof shall be immediately entitled to New Warrants to purchase such number of shares of common stock of the Parent Corporation, par value $.0001 per share, as is equal to the number of shares of common stock of the Surviving Corporation as set forth in the Old Warrant, exercisable at the same price and subject to the same terms and conditions as each Old Warrant.
Sample 1
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Related to CONVERSION OF WARRANTS TO PURCHASE SURVIVING CORPORATION SHARES

  • Conversion of Company Shares As of the Effective Time, by virtue of the Merger and without any action on the part of the holder of any Company Share or Acquiror Share, each Company Share issued and outstanding immediately prior to the Effective Time (other than (a) shares to be cancelled in accordance with Section 3.2 and (b) Dissenting Shares) shall be converted into the right to receive in cash from Acquiror, without interest, an amount equal to $16.00 (the "Merger Consideration").

  • Conversion of Company Securities At the Effective Time, by virtue of the Merger and without any action on the part of any Party or the holder of any of the following securities:

  • Conversion of Company Capital Stock At the Effective Time, by virtue of the Merger and without any action on the part of Parent, the Company or the holder of any of the following securities:

  • Conversion of Company Stock At the Effective Time, by virtue of the Merger and without any action on the part of any holder thereof:

  • Purchase of Company Shares Acquisition Sub shall have accepted for payment and paid for all of the Company Shares validly tendered and not withdrawn pursuant to the Offer.

  • Conditions to Purchase of Option Shares In the event that the Underwriters exercise their option provided in Section 3(b) hereof to purchase all or any portion of the Option Shares, the representations and warranties of the Company contained herein and the statements in any certificates furnished by the Company hereunder shall be true and correct as of each Date of Delivery and, at the relevant Date of Delivery, the Representative shall have received:

  • Conversion of Merger Sub Capital Stock Each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly issued, fully paid and non-assessable share of common stock of the Surviving Corporation.

  • Conversion of Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub 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.

  • Conversion of Company Preferred Stock The Company shall have completed the conversion of all issued and outstanding Company Preferred Stock to Company Common Stock.

  • CONDITIONS TO THE INVESTOR’S OBLIGATION TO PURCHASE SHARES OF COMMON STOCK The obligation of the Investor to buy Purchase Shares under this Agreement is subject to the satisfaction of each of the following conditions on or prior to the Commencement Date and, once such conditions have been initially satisfied, there shall not be any ongoing obligation to satisfy such conditions after the Commencement has occurred:

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