Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly owned Subsidiary of Parent, Acquisition Sub or the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 6 contracts
Samples: Merger Agreement (Mill Road Capital II, L.P.), Merger Agreement (Skullcandy, Inc.), Merger Agreement (Mill Road Capital II, L.P.)
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Parent or Acquisition Sub or by any direct or indirect Subsidiary of the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 4 contracts
Samples: Merger Agreement (Mattson Technology Inc), Merger Agreement (Cypress Semiconductor Corp /De/), Merger Agreement (Cypress Semiconductor Corp /De/)
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Acquisition Sub or the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 3 contracts
Samples: Merger Agreement (Avanir Pharmaceuticals, Inc.), Merger Agreement (Otsuka Holdings Co., Ltd.), Merger Agreement (Astex Pharmaceuticals, Inc)
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly owned Subsidiary of Parent, Acquisition Sub or the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), shall be automatically cancelled and extinguished without any conversion thereof or consideration paid therefor. Each share of Company Common Stock held by any Subsidiary of the Company or Parent (other than Acquisition Sub) (“Non-Cancelled Company Shares”) will remain outstanding with appropriate adjustment to the number thereof to preserve the relative percentage interest in the Company represented by such shares.
Appears in 3 contracts
Samples: Merger Agreement (Roundy's, Inc.), Merger Agreement (Graftech International LTD), Merger Agreement (Vitacost.com, Inc.)
Excluded Company Common Stock. Each share of Company Common Stock (A) owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly owned Subsidiary of Parent, Acquisition Sub or the Company, in each case immediately prior to the Effective Time commencement of the Offer (“Cancelled Company Shares”), or (B) irrevocably accepted for purchase pursuant to the Offer (“Accepted Company Shares”), shall be cancelled and extinguished without any conversion thereof or further consideration paid therefor.
Appears in 2 contracts
Samples: Merger Agreement (Receptos, Inc.), Merger Agreement (Celgene Corp /De/)
Excluded Company Common Stock. Each share of Company Common Stock Share owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Parent or Acquisition Sub or by any direct or indirect Subsidiary of the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 2 contracts
Samples: Merger Agreement (Itron Inc /Wa/), Merger Agreement (Silver Spring Networks Inc)
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Merger Sub or the Company (including any such shares held in the treasury of the Company), or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Acquisition Sub Parent or the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), ) shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 1 contract
Samples: Merger Agreement (Cohu Inc)
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Merger Sub or the Company (including any such shares held in the treasury of the Company), or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Acquisition Sub Parent or the CompanyMerger Sub, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), ) shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 1 contract
Samples: Merger Agreement (Xcerra Corp)
Excluded Company Common Stock. Each share of Company Common Stock that is owned by Parentthe Company as treasury stock, Acquisition Sub by any direct or indirect wholly owned Subsidiary of the Company, by Parent or by any direct or indirect wholly owned Subsidiary of Parent, Acquisition Sub or the Company, in each case Parent immediately prior to the Effective Time (collectively, the “Cancelled Excluded Company SharesCommon Stock”), ) shall no longer be outstanding and shall automatically be cancelled and extinguished without any conversion thereof or retired and shall cease to exist as shares of Company Common Stock, and no consideration paid shall be delivered in exchange therefor.
Appears in 1 contract
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Acquisition Sub or the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 1 contract
Samples: Merger Agreement (E2open Inc)
Excluded Company Common Stock. Each share of Company Common Stock owned by ParentInvestor, Acquisition Sub or the Company (including any such shares held in the treasury of the Company), or by any direct or indirect wholly owned Subsidiary of Parent, Investor or Acquisition Sub or any direct or indirect Wholly Owned Subsidiary of the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 1 contract
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Sub Parent or the Company, or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Acquisition Merger Sub or the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”), shall be automatically cancelled and extinguished cease to exist without any conversion thereof or consideration paid therefor.
Appears in 1 contract
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Parent or Acquisition Sub or the CompanySub, in each case immediately prior to the Effective Time commencement of the Offer (“Cancelled Company Shares”), irrevocably accepted for purchase pursuant to the Offer (“Accepted Company Shares”) shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 1 contract
Excluded Company Common Stock. Each share of Company Common Stock owned by Parent, Acquisition Sub or the Company, or by any direct or indirect wholly wholly-owned Subsidiary of Parent, Acquisition Sub or the Company, in each case immediately prior to the Effective Time (“Cancelled Company Shares”)Time, shall be cancelled and extinguished without any conversion thereof or consideration paid therefor.
Appears in 1 contract
