Effect of the Merger on Capital Stock Exchange of Certificates. Equity-Based Awards
Effect of the Merger on Capital Stock Exchange of Certificates. Equity-Based
Effect of the Merger on Capital Stock Exchange of Certificates. 4.1. Effect on Capital Stock 3 (a) Merger Consideration 3 (b) Cancellation of Shares 4 (c) Effect on Merger Sub Common Stock 4 (d) Associated Rights 4 4.2. Allocation of Merger Consideration 4 (a) Allocation 4 (b) Effectuation of Allocation 5 4.3. Election and Exchange Procedure 5 (a) Election 5 (b) Exchange Agent 6 (c) Form of Election 6 (d) Election Deadline 6 (e) Other Exchange Procedures and Election Mechanics 6
Effect of the Merger on Capital Stock Exchange of Certificates. Effect on Capital Stock 3 (a) Merger Consideration 3 (b) Cancellation of Shares 4
Effect of the Merger on Capital Stock Exchange of Certificates. 4.1. Effect on Capital Stock 8 4.2. Exchange of Certificates. 8 4.3. Treatment of Stock Plans. 10 4.4. Adjustments to Prevent Dilution 11
Effect of the Merger on Capital Stock Exchange of Certificates. 4.1. Effect on Capital Stock (a) Merger Consideration (b) Cancellation of Shares (c) Merger Sub 4.2.
Effect of the Merger on Capital Stock Exchange of Certificates. Section 2.1Effect of the Merger. At the Effective Time, as a result of the Merger and without any action on the part of LIFD or the Company or the holder of any capital stock of LIFD or shares of Company Common Stock:
(a) Conversion of Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time shall be converted into the right to receive such number of shares of LIFD Common Stock equal to the product of (1) the Interest Ratio, multiplied by (2) the Stock Consideration.
Effect of the Merger on Capital Stock Exchange of Certificates. Section 3.1 Effect on Securities. At the Effective Time (or such other time specified in this Section 3.1), by virtue of the Merger and without any action on the part of the Company, Parent, Acquisition Sub or any holder of any securities of the Company or Acquisition Sub or any other Person:
Effect of the Merger on Capital Stock Exchange of Certificates. Section 2.1Effect of the Merger. At the Effective Time, as a result of the Merger and without any action on the part of AQSP or the Company or the holder of any capital stock of AQSP or shares of Company Common Stock:
(a) Conversion of Common Stock. Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time shall be converted into the right to receive: (i) such number of shares of AQSP Common Stock equal to the product of (A) the Interest Ratio, multiplied by (B) the Stock Consideration; (ii) an amount in cash equal to the product of (A) the Interest Ratio, multiplied by (B) the Cash Consideration; and (iii) an amount in the form of a Promissory Note equal to the product of (a) the Interest Ratio multiplied by (b) the Note Consideration.
Effect of the Merger on Capital Stock Exchange of Certificates. Section 2.1 Effect of the Merger. At the Effective Time, as a result of the Merger and without any action on the part of AQSP or the Company or the holder of any capital stock of AQSP or Company Membership Interests:
(a) Conversion of Membership Interests. Each Company Membership Interest issued and outstanding immediately prior to the Effective Time shall be converted into the right to receive: (i) such number of shares of AQSP Common Stock equal to the product of (A) the Interest Ratio, multiplied by (B) the Stock Consideration (such product, the “Per Interest Stock Consideration”); (ii) an amount in cash equal to the product of (A) the Interest Ratio, multiplied by (B) the Cash Consideration (such product, the “Per Interest Cash Consideration”); and (iii) any cash in lieu of fractional shares of AQSP Common Stock payable pursuant to Section 2.1(c).
