Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Preferred Stock receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the Issuer, shall not constitute a liquidation, dissolution or winding up of the Issuer.
Appears in 38 contracts
Samples: Letter Agreement, Securities Purchase Agreement, Letter Agreement
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Preferred Stock receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 27 contracts
Samples: Agreement and Plan of Merger (First Defiance Financial Corp), Securities Purchase Agreement, Securities Purchase Agreement
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Preferred Non-Voting Common Stock receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall will not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 7 contracts
Samples: Investment Agreement (Third Coast Bancshares, Inc.), Investment Agreement (Third Coast Bancshares, Inc.), Securities Purchase Agreement (Central Federal Corp)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Preferred Stock receive cash, securities or other property for their sharesunits, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the Issuer, shall not constitute a liquidation, dissolution or winding up of the Issuer.
Appears in 7 contracts
Samples: www.sec.gov, Limited Liability Company Operating Agreement (Gmac LLC), Limited Liability Company Operating Agreement (Gmac LLC)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with any other corporation or other entity, including a merger or consolidation in which the holders Holders of Designated Preferred Stock receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 6 contracts
Samples: Exchange Agreement, Exchange Agreement (Broadway Financial Corp \De\), Exchange Agreement (Citigroup Inc)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Article II, Paragraph F, Section 4, the merger or consolidation of the Issuer Corporation with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Preferred Stock Holders receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Eastern Virginia Bankshares Inc), Securities Purchase Agreement (Eastern Virginia Bankshares Inc), Securities Purchase Agreement (Eastern Virginia Bankshares Inc)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Series A Preferred Stock receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall will not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Riverview Financial Corp), Stock Purchase Agreement (HCSB Financial Corp)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with or into any other corporation or other entity, including a merger or consolidation in which the holders Holders of Designated Preferred Stock Series B receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Mitsubishi Ufj Financial Group Inc), Securities Purchase Agreement (Morgan Stanley)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with or into any other corporation or other entity, including a merger or consolidation in which the holders of Designated Series D Preferred Stock receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall will not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Origin Bancorp, Inc.), Securities Purchase Agreement (Origin Bancorp, Inc.)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with or into any other corporation or other entity, including a merger or consolidation in which the holders Holders of Designated Preferred Stock Series D receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 2 contracts
Samples: Transaction Agreement (Mitsubishi Ufj Financial Group Inc), Transaction Agreement (Morgan Stanley)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Series C Preferred Stock receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall will not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Central Federal Corp), Stock Purchase Agreement (Trinity Capital Corp)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Preferred Stock Holders receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall will not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 1 contract
Samples: Investment Agreement (Third Coast Bancshares, Inc.)
Merger, Consolidation and Sale of Assets Not Liquidation. For purposes of this Section 4, the merger or consolidation of the Issuer Corporation with any other corporation or other entity, including a merger or consolidation in which the holders of Designated Series F Preferred Stock receive cash, securities or other property for their shares, or the sale, lease or exchange (for cash, securities or other property) of all or substantially all of the assets of the IssuerCorporation, shall not constitute a liquidation, dissolution or winding up of the IssuerCorporation.
Appears in 1 contract
Samples: Read Carefully and Complete (Taylor Capital Group Inc)
