Common use of Effect on Capital Stock of Merger Sub Clause in Contracts

Effect on Capital Stock of Merger Sub. At the Effective Time, each share of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one validly issued, fully paid and non-assessable share of common stock, par value $0.001 per share, of the Surviving Corporation.

Appears in 3 contracts

Samples: Merger Agreement (Freedom Acquisition I Corp.), Agreement and Plan of Reorganization (Twilio Inc), Merger Agreement (Procore Technologies, Inc.)

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Effect on Capital Stock of Merger Sub. At and after the Effective Time, each share of common stock stock, without par value, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for become one validly issued, (1) fully paid and non-assessable share of common stock, without par value $0.001 per sharevalue, of the Surviving CorporationCompany and constitute the only outstanding shares of capital stock of the Surviving Company and shall not be effected by the Merger.

Appears in 3 contracts

Samples: Merger Agreement (Laserscope), Merger Agreement (American Medical Systems Holdings Inc), Merger Agreement (American Medical Systems Holdings Inc)

Effect on Capital Stock of Merger Sub. At the Effective Time, each share of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one validly issued, fully paid and non-assessable share of common stock, par value $0.001 0.0001 per share, of the Surviving Corporation.

Appears in 2 contracts

Samples: Merger Agreement (Cardlytics, Inc.), Agreement and Plan of Merger (Accolade, Inc.)

Effect on Capital Stock of Merger Sub. At and after the Effective Time, each share of common stock stock, par value $0.0001 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for become one validly issued, (1) fully paid and non-assessable share of common stock, par value $0.001 0.0001 per share, of the Surviving CorporationCompany and constitute the only outstanding shares of capital stock of the Surviving Company and shall not be effected by the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (ATRM Holdings, Inc.), Merger Agreement (Digirad Corp)

Effect on Capital Stock of Merger Sub. At and after the Effective Time, each share of common stock stock, no par value, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for become one validly issued, (1) fully paid and non-assessable share of common stock, no par value $0.001 per sharevalue, of the Surviving CorporationCompany and constitute the only outstanding shares of capital stock of the Surviving Company and shall not be effected by the Merger.

Appears in 2 contracts

Samples: Merger Agreement (Consolidated Communications Holdings, Inc.), Merger Agreement (Enventis Corp)

Effect on Capital Stock of Merger Sub. At the Effective Time, by virtue of the Merger, each share of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one (1) validly issued, fully paid and non-assessable share of common stock, par value $0.001 0.0001 per share, of the Surviving CorporationEntity.

Appears in 1 contract

Samples: Merger Agreement (Compass Group Diversified Holdings LLC)

Effect on Capital Stock of Merger Sub. At the Effective Time, each Each share of common stock stock, no par value, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one validly issued, fully paid and non-assessable nonassessable share of common stock, no par value $0.001 per sharevalue, of the Surviving Corporation. Each stock certificate of Merger Sub evidencing ownership of any such shares shall continue to evidence ownership of such shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Evoke Inc)

Effect on Capital Stock of Merger Sub. At the Effective Time, each Each share of common stock stock, par value $0.001 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for become one (1) validly issued, fully paid and non-assessable share of common stock, par value $0.001 per share, of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (VectivBio Holding AG)

Effect on Capital Stock of Merger Sub. At and after the Effective Time, each share of common stock stock, par value $0.01, per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for become one (1) validly issued, fully paid and non-assessable nonassessable share of common stock, par value $0.001 0.01 per share, of the Surviving CorporationCompany and constitute the only outstanding shares of capital stock of the Surviving Company and shall not be effected by the Merger.

Appears in 1 contract

Samples: Merger Agreement (Ivillage Inc)

Effect on Capital Stock of Merger Sub. At the Effective Time, by virtue of the Merger and without any action on the part of the holder thereof, each share of common stock of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time shall automatically be converted into and exchanged for become one validly issued, fully paid and non-assessable share of common stock, par value $0.001 per share, Common Stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Excaliber Enterprises, Ltd.)

Effect on Capital Stock of Merger Sub. At the Effective Time, ------------------------------------- each issued and outstanding share of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one validly issued, fully paid and non-assessable share of common stockSub, par value $0.001 per share, by virtue of the Merger and without any action on the part of the holder thereof, shall be converted into and become one common unit of the Surviving CorporationCompany.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gardner Denver Inc)

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Effect on Capital Stock of Merger Sub. At the Effective Time, ------------------------------------- each issued and outstanding share of common stock of Merger Sub issued Sub, par value $0.001 per share, by virtue of the Merger and outstanding immediately prior to without any action on the Effective Time part of the holder thereof, shall be converted into and exchanged for become one validly issued, fully paid and non-assessable nonassessable share of common stock, par value $0.001 0.01 per share, of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Gardner Denver Inc)

Effect on Capital Stock of Merger Sub. At the Effective Time, each Each share of common capital stock of Merger Sub that is issued and outstanding immediately prior to the Effective Time shall will, by virtue of the Merger and without further action on the part of Parent, Merger Sub, the Company or any other Person, be converted on a one-to-one basis into and exchanged for one validly issued, fully paid and non-assessable share become shares of common stock, par value $0.001 per share, stock of the Surviving CorporationCompany (and the shares of Surviving Company into which the shares of Merger Sub capital stock are so converted will be the only shares of the Surviving Company’s capital stock that are issued and outstanding immediately after the Effective Time).

Appears in 1 contract

Samples: Transaction Agreement (Bespoke Capital Acquisition Corp)

Effect on Capital Stock of Merger Sub. At As of the Effective Time, each share of common capital stock of the Merger Sub issued and outstanding immediately prior to the Effective Time shall shall, without any action on the part of Merger Sub, be converted on a one-for-one basis into and exchanged for one validly issued, fully paid and non-assessable share shares of common stock, par value $0.001 per share, the corresponding class of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Transcend Services Inc)

Effect on Capital Stock of Merger Sub. At and after the Effective Time, each share of common stock stock, par value $0.01, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for become one validly issued, (1) fully paid and non-assessable share of common stock, par value $0.001 per share0.01, of the Surviving CorporationCompany and constitute the only outstanding shares of capital stock of the Surviving Company and shall not be effected by the Merger.

Appears in 1 contract

Samples: Merger Agreement (Cartesian, Inc.)

Effect on Capital Stock of Merger Sub. At the Effective Time, by virtue of the Merger and without any action on the part of the holders thereof, each share of the Merger Sub’s common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for become one validly issued, fully paid and non-assessable share of common stock, par value $0.001 per share, stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Global Payments Inc)

Effect on Capital Stock of Merger Sub. At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub or the Company, each share of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one (1) validly issued, fully paid and non-assessable share of common stock, par value $0.001 per share, stock of the Surviving Corporation. Each stock certificate of Merger Sub evidencing ownership of any shares of common stock shall continue to evidence ownership of such share of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (8x8 Inc /De/)

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