Common use of Delivery of Merger Consideration Clause in Contracts

Delivery of Merger Consideration. (a) Each holder of record of shares of CCT Common Stock (other than the Cancelled Shares) in book-entry form that were converted into the right to receive the Merger Consideration pursuant to Section 1.5(c) and any cash in lieu of fractional shares of FSIC Common Stock to be issued or paid in consideration therefor and any dividends and other distributions pursuant to Section 2.4(b), shall, promptly after the Effective Time, be entitled to receive the Merger Consideration, any cash in lieu of fractional shares of FSIC Common Stock to be issued or paid in consideration therefor and any dividends or other distributions to which such holder is entitled pursuant to Section 2.4(b). The Exchange Fund shall not be used for any other purpose other than the purposes provided for in the immediately preceding sentence. (b) Subject to the effect of applicable abandoned property, escheat or similar Laws, following the Effective Time, the record holder of shares (other than Cancelled Shares) of CCT Common Stock at the Effective Time shall be entitled to receive, without interest, (i) the amount of dividends or other distributions with a record date after the Effective Time theretofore payable with respect to the whole shares of FSIC Common Stock represented by such shares of CCT Common Stock and not paid and/or (ii) at the appropriate payment date, the amount of dividends or other distributions payable with respect to the whole shares of FSIC Common Stock represented by such shares of CCT Common Stock with a record date after the Effective Time (but before such surrender date) and with a payment date subsequent to the issuance of FSIC Common Stock issuable with respect to such shares of CCT Common Stock.

Appears in 4 contracts

Samples: Merger Agreement (Corporate Capital Trust, Inc.), Merger Agreement (Corporate Capital Trust, Inc.), Merger Agreement (FS Investment CORP)

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Delivery of Merger Consideration. (a) Each holder of record at the Effective Time of shares of CCT GBDC 3 Common Stock (other than the Cancelled Shares) in book-entry form that were converted into the right to receive the Merger Consideration pursuant to Section 1.5(c) and any cash in lieu of fractional shares of FSIC GBDC Common Stock to be issued or paid in consideration therefor pursuant to Section 2.2 and any dividends and other distributions pursuant to Section 2.4(b), shall, promptly after the Effective Time, be entitled to receive the Merger Consideration, any cash in lieu of fractional shares of FSIC GBDC Common Stock to be issued or paid in consideration therefor and pursuant to Section 2.2 and, after the applicable payment date, any dividends or other distributions to which such holder is entitled pursuant to Section 2.4(b). The Exchange Fund shall not be used for any other purpose other than the purposes provided for in the immediately preceding sentence. (b) Subject to the effect of applicable abandoned property, escheat or similar Laws, following the Effective Time, each holder of record at the record holder Effective Time of shares (other than Cancelled Shares) of CCT GBDC 3 Common Stock at the Effective Time shall be entitled to receive, without interest, (i) the amount of dividends or other distributions with a record date after the Effective Time theretofore payable with respect to the whole shares of FSIC GBDC Common Stock represented by such shares of CCT GBDC 3 Common Stock and not paid and/or (ii) at the appropriate payment date, the amount of dividends or other distributions payable with respect to the whole shares of FSIC GBDC Common Stock represented by such shares of CCT GBDC 3 Common Stock with a record date after the Effective Time (but before the issuance of GBDC Common Stock issuable with respect to such surrender dateshares of GBDC 3 Common Stock) and with a payment date subsequent to the issuance of FSIC GBDC Common Stock issuable with respect to such shares of CCT GBDC 3 Common Stock.

Appears in 2 contracts

Samples: Merger Agreement (Golub Capital BDC 3, Inc.), Merger Agreement (GOLUB CAPITAL BDC, Inc.)

Delivery of Merger Consideration. (a) Each holder of record at the Effective Time of shares of CCT OTF II Common Stock (other than the Cancelled Shares) in book-entry form that were converted into the right to receive the Merger Consideration pursuant to Section 1.5(c1.05(c) and any cash in lieu of fractional shares of FSIC OTF Common Stock to be issued or paid in consideration therefor pursuant to Section 2.02 and any dividends and other distributions pursuant to Section 2.4(b2.04(b), shall, promptly after the Effective Time, be entitled to receive the Merger Consideration, and any cash in lieu of fractional shares of FSIC OTF Common Stock to be issued or paid in consideration therefor and pursuant to Section 2.02 and, after the applicable payment date, any dividends or other distributions to which such holder is entitled pursuant to Section 2.4(b2.04(b). The Exchange Fund shall not be used for any other purpose other than the purposes provided for in the immediately preceding sentence. (b) Subject to the effect of applicable abandoned property, escheat or similar Laws, following the Effective Time, each holder of record at the record holder Effective Time of shares (other than Cancelled Shares) of CCT OTF II Common Stock at the Effective Time shall be entitled to receive, without interest, (i) the amount of dividends or other distributions with a record date after the Effective Time theretofore payable with respect to the whole shares of FSIC OTF Common Stock represented by such shares of CCT OTF II Common Stock and not paid and/or (ii) at the appropriate payment date, the amount of dividends or other distributions payable with respect to the whole shares of FSIC OTF Common Stock represented by such shares of CCT OTF II Common Stock with a record date after the Effective Time (but before the issuance of OTF Common Stock issuable with respect to such surrender dateshares of OTF II Common Stock) and with a payment date subsequent to the issuance of FSIC OTF Common Stock issuable with respect to such shares of CCT OTF II Common Stock.

Appears in 2 contracts

Samples: Merger Agreement (Blue Owl Technology Finance Corp. II), Merger Agreement (Blue Owl Technology Finance Corp.)

Delivery of Merger Consideration. (a) Each holder of record of shares of CCT GCIC Common Stock (other than the Cancelled Shares) in book-entry form that were converted into the right to receive the Merger Consideration pursuant to Section 1.5(c) and any cash in lieu of fractional shares of FSIC GBDC Common Stock to be issued or paid in consideration therefor and any dividends and other distributions pursuant to Section 2.4(b), shall, promptly after the Effective Time, be entitled to receive the Merger Consideration, any cash in lieu of fractional shares of FSIC GBDC Common Stock to be issued or paid in consideration therefor and any dividends or other distributions to which such holder is entitled pursuant to Section 2.4(b). The Exchange Fund shall not be used for any other purpose other than the purposes provided for in the immediately preceding sentence. (b) Subject to the effect of applicable abandoned property, escheat or similar Laws, following the Effective Time, the record holder of shares (other than Cancelled Shares) of CCT GCIC Common Stock at the Effective Time shall be entitled to receive, without interest, (i) the amount of dividends or other distributions with a record date after the Effective Time theretofore payable with respect to the whole shares of FSIC GBDC Common Stock represented by such shares of CCT GCIC Common Stock and not paid and/or (ii) at the appropriate payment date, the amount of dividends or other distributions payable with respect to the whole shares of FSIC GBDC Common Stock represented by such shares of CCT GCIC Common Stock with a record date after the Effective Time (but before such surrender date) and with a payment date subsequent to the issuance of FSIC GBDC Common Stock issuable with respect to such shares of CCT GCIC Common Stock.

Appears in 2 contracts

Samples: Merger Agreement (GOLUB CAPITAL BDC, Inc.), Merger Agreement (GOLUB CAPITAL INVESTMENT Corp)

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Delivery of Merger Consideration. (a) Each holder of record of shares of CCT FSKR Common Stock (other than the Cancelled Shares) in book-entry form that were converted into the right to receive the Merger Consideration pursuant to Section 1.5(c) and any cash in lieu of fractional shares of FSIC FSK Common Stock to be issued or paid in consideration therefor pursuant to Section 2.2 and any dividends and other distributions pursuant to Section 2.4(b), shall, promptly after the Effective Time, be entitled to receive the Merger Consideration, Consideration and any cash in lieu of fractional shares of FSIC FSK Common Stock issued or to be issued or paid in consideration therefor and pursuant to Section 2.2 and, after the applicable payment date, any dividends or other distributions to which such holder is entitled pursuant to Section 2.4(b). The Exchange Fund shall not be used for any other purpose other than the purposes provided for in the immediately preceding sentence. (b) Subject to the effect of applicable abandoned property, escheat or similar Laws, following the Effective Time, the record holder of shares (other than Cancelled Shares) of CCT FSKR Common Stock at the Effective Time shall be entitled to receive, without interest, (i) the amount of dividends or other distributions with a record date after the Effective Time theretofore payable with respect to the whole shares of FSIC FSK Common Stock represented by such shares of CCT FSKR Common Stock and not paid and/or (ii) at the appropriate payment date, the amount of dividends or other distributions payable with respect to the whole shares of FSIC FSK Common Stock represented by such shares of CCT FSKR Common Stock with a record date after the Effective Time (but before the issuance of FSK Common Stock issuable with respect to such surrender dateshares of FSKR Common Stock) and with a payment date subsequent to the issuance of FSIC FSK Common Stock issuable with respect to such shares of CCT FSKR Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (FS KKR Capital Corp)

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