No Fractional Share Certificates. Unless Parent otherwise determines, no scrip or fractional share certificates for Parent Common Stock shall be issued upon the surrender for exchange of certificates evidencing shares of Company Common Stock. In lieu of fractional shares, each holder of shares of Company Common Stock who would be entitled to receive a fractional share of Parent Common Stock shall, upon surrender of the certificate or certificates representing shares of Company Common Stock, be entitled to receive one full share of Parent Common Stock for any fractional share interest.
Appears in 5 contracts
Samples: Employment Agreement (San Holdings Inc), Agreement and Plan of Merger and Reorganization (E-Medsoft Com), Agreement and Plan of Merger and Reorganization (E-Medsoft Com)
No Fractional Share Certificates. Unless Parent otherwise determines, no No scrip or fractional share certificates for of Parent Common Stock shall be issued upon the surrender for exchange of certificates evidencing shares of Company Common StockCertificates. In lieu of fractional sharesthereof, each holder of shares of Company Common Stock or Company Preferred Stock who would otherwise be entitled to receive a fractional fraction of a share of Parent Common Stock shall, upon surrender of the certificate or certificates representing (after aggregating all fractional shares of Company Common Stock, be entitled to receive one full share of Parent Common Stock for any fractional share interestto be received by such holder) shall receive from Parent an amount of cash (rounded to the nearest whole cent) equal to the product of (i) such fraction, multiplied by (ii) the Parent Stock Price.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Micromuse Inc)
No Fractional Share Certificates. Unless Parent otherwise determines, no scrip or fractional share certificates for Parent Common Stock shall be issued upon the surrender for exchange of certificates evidencing shares of Company Common Capital Stock, and an outstanding fractional share interest shall not entitle the owner thereof to vote, to receive dividends or to any rights of a stockholder of Parent or of the Surviving Corporation with respect to such fractional share interest. In lieu of fractional shares, each holder of shares of Company Common Capital Stock who who, except for the provisions of this Section 3.04, would be entitled to receive a fractional share of Parent Common Stock shall, upon surrender of the certificate or certificates representing shares of Company Common Stock, be entitled to receive one full share of Parent Common Stock for any fractional share interest.a
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Retirement Care Associates Inc /Co/)
