Common use of Merger Sub Shares Clause in Contracts

Merger Sub Shares. 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 become one fully paid and nonassessable share of common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Rare Medium Group Inc), Agreement and Plan of Merger (Motient Corp)

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Merger Sub Shares. 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 Share issued and outstanding immediately prior to the Effective Time shall be converted into and become one fully paid an issued and nonassessable outstanding share of common stock of the Surviving Corporationsurviving corporation in the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (TC Power Management Corp.), Agreement and Plan of Merger (Corporate Road Show Dot Com Inc)

Merger Sub Shares. At the Effective Time, each share by virtue of common stock the Merger and without any action on the part of any Party or the holders of Merger Sub Shares, each Merger Sub Share that is issued and outstanding immediately prior to the Effective Time shall be converted into and become exchanged for one (1) validly issued, fully paid and nonassessable share of common stock non-assessable Class A ordinary share, par value $0.0001 per share, of the Surviving CorporationCompany, which shall constitute the only issued and outstanding share capital of the Surviving Company.

Appears in 2 contracts

Samples: Business Combination Agreement (Leibovitch Yoav), Business Combination Agreement (Endurance Acquisition Corp.)

Merger Sub Shares. At the Merger Effective Time, by virtue of the Merger and without any action on the part of any Party, the SPAC Shareholders or Holdings, each share of common stock of Merger Sub Share that is issued and outstanding immediately prior to the Merger Effective Time shall be converted into and become one validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving CorporationCompany.

Appears in 2 contracts

Samples: Business Combination Agreement (Home Plate Acquisition Corp), Business Combination Agreement (Home Plate Acquisition Corp)

Merger Sub Shares. At Each issued and outstanding share of stock of Merger Sub shall automatically, at the Effective Time, each share by virtue of common stock the Merger and without any action on the part of Merger Sub issued and outstanding immediately prior to the Effective Time shall any Person, be converted into and become one validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement (Wang Guojun)

Merger Sub Shares. At the Merger Effective Time, by virtue of the Merger and without any action on the part of any Party, the Purchaser Shareholders or the Holdings Nominee, each share of common stock of Merger Sub Share that is issued and outstanding immediately prior to the Merger Effective Time shall be converted into continue existing and become one fully paid held by Holdings and nonassessable share of common stock constitute the only issued and outstanding shares in the capital of the Surviving CorporationCompany.

Appears in 1 contract

Samples: Business Combination Agreement (GoGreen Investments Corp)

Merger Sub Shares. At the Merger Effective Time, by virtue of the Merger and without any action on the part of any Party or the SPAC Shareholders, each share of common stock of Merger Sub Share that is issued and outstanding immediately prior to the Merger Effective Time shall be converted into and become one validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving CorporationCompany.

Appears in 1 contract

Samples: Business Combination Agreement (Air Water Co)

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Merger Sub Shares. 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 Share issued and outstanding immediately prior to the Effective Time shall be converted into and become one fully paid an issued and nonassessable outstanding share of common stock of the Surviving Corporationsurviving corporation in the Merger so that the Company will be the sole shareholder of Gardedam.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cantabio Pharmaceuticals Inc.)

Merger Sub Shares. At As of the Effective Time, each share of common capital stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall shall, without any action on the part of Merger Sub, be converted into and become one fully paid and nonassessable share of common the corresponding class of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (United Rentals North America Inc)

Merger Sub Shares. At the Effective Time, by virtue of the Merger and without any action on the part of any Party or any other Person, each share of common capital stock of Merger Sub (collectively, the “Merger Sub Shares”) issued and outstanding as of immediately prior to the Effective Time shall be automatically cancelled and extinguished and converted into and become one fully paid and nonassessable share of common stock of the Surviving CorporationSPAC Share.

Appears in 1 contract

Samples: Business Combination Agreement (Gores Guggenheim, Inc.)

Merger Sub Shares. At the Effective Time, each Each share of common stock of the Merger Sub issued and outstanding immediately prior to the Effective Time shall shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted at the Effective Time into and become one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Merger Agreement (Bank of Granite Corp)

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