Common use of Merger Consideration for Company Common Stock Clause in Contracts

Merger Consideration for Company Common Stock. Subject to Section 2.7, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b) and Dissenting Shares) shall be automatically converted into the right to receive the Merger Consideration. As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c) in accordance with the provisions of Section 2.7.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cynosure Inc), Agreement and Plan of Merger (Hologic Inc)

AutoNDA by SimpleDocs

Merger Consideration for Company Common Stock. Subject to Section 2.7, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b) and Dissenting Shares) shall be automatically converted into the right to receive the Merger Consideration. As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c) in accordance with the provisions of Section 2.7.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Demandware Inc), Agreement and Plan of Merger (Salesforce Com Inc)

Merger Consideration for Company Common Stock. Subject to Section 2.72.7 (including Section 2.7(c)) and Section 2.10, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b) and Dissenting Shares) shall be automatically converted into the right to receive the Merger Consideration. As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c) subject to and in accordance with the provisions of Section 2.72.7 (including Section 2.7(c)) and Section 2.10.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Houghton Mifflin Harcourt Co)

Merger Consideration for Company Common Stock. Subject to Section 2.7, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b) and Dissenting Shares) shall be automatically converted into the right to receive the Merger Consideration. As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c) in accordance with the provisions of Section 2.72.7 and the CVR Agreement.

Appears in 1 contract

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

Merger Consideration for Company Common Stock. Subject to Section 2.7, 2.2 each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b2.1(b) and Dissenting Shares) shall be automatically converted into the right to receive the Merger Consideration. As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c2.1(c) in accordance with the provisions of Section 2.72.2.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Analogic Corp)

Merger Consideration for Company Common Stock. Subject to Section 2.72.2, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b2.1(b) and Dissenting Shares) shall be automatically converted into the right to receive $9.50, without interest thereon (the Merger Consideration”). As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c2.1(c) in accordance with the provisions of Section 2.72.2.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Endurance International Group Holdings, Inc.)

Merger Consideration for Company Common Stock. Subject to Section 2.70, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b) 0 and Dissenting Shares) shall be automatically converted into the right to receive the Merger Consideration. As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c) 0 in accordance with the provisions of Section 2.70.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cynergistek, Inc)

AutoNDA by SimpleDocs

Merger Consideration for Company Common Stock. Subject to Section 2.72.8, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted canceled in accordance with Section 2.6(b) 2.7 and Dissenting Shares) shall be automatically converted into the right to receive the Merger Consideration. As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled canceled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c2.7(c) in accordance with the provisions of Section 2.72.8.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tangoe Inc)

Merger Consideration for Company Common Stock. Subject to Section 2.72.2, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b2.1(b) and any Dissenting Shares) shall be automatically converted into the right to receive $23.00, without interest thereon (the Merger Consideration”). As of the Effective TimeTime and upon the conversion thereof, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c2.1(c) in accordance with the provisions of Section 2.72.2.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Regal Entertainment Group)

Merger Consideration for Company Common Stock. Subject to Section 2.72.7 and Section 2.10, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled or converted in accordance with Section 2.6(b) and Dissenting Shares) shall be automatically converted into the right to receive the Merger Consideration. As of the Effective Time, all such shares of Company Common Stock shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and each holder of any such shares represented by a Certificate or Uncertificated Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration pursuant to this Section 2.6(c) in accordance with the provisions of Section 2.7.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Blue Apron Holdings, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.