Common use of Ownership and Operations of Merger Sub Clause in Contracts

Ownership and Operations of Merger Sub. Parent directly or indirectly owns beneficially and of record all of the outstanding capital stock of Merger Sub, free and clear of all Liens, except for Permitted Liens and such Liens as may be applicable under the Securities Act or other applicable securities Laws. Merger Sub was formed solely for the purpose of engaging in the Transactions, has no liabilities or obligations of any nature other than those incident to its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in any other business activities other than those relating to the Transactions.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Galaxy Gaming, Inc.), Agreement and Plan of Merger (Soliton, Inc.), Agreement and Plan of Merger (MyoKardia, Inc.)

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Ownership and Operations of Merger Sub. Parent directly or indirectly a wholly owned direct or indirect Subsidiary of Parent owns beneficially and of record all of the outstanding capital stock shares of Merger Sub, free and clear of all Liens, except for Permitted Liens and such Liens as may be applicable under the Securities Act or other applicable securities Laws. Merger Sub was formed solely for the purpose of engaging in the Transactions, has no liabilities or obligations of any nature other than those incident to its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in any other business activities other than those relating to the Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Regal Rexnord Corp), Agreement and Plan of Merger (Altra Industrial Motion Corp.)

Ownership and Operations of Merger Sub. Parent directly or indirectly owns beneficially and of record record, directly or indirectly, all of the issued and outstanding capital stock shares of Merger Sub, free and clear of all Liens, except for Permitted Liens and such Liens as may be applicable under the Securities Act or other applicable securities Laws. Merger Sub was formed solely for the purpose of engaging in the Transactions, has no assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in any other business activities other than those relating to the Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Navigators Group Inc), Agreement and Plan of Merger (Hartford Financial Services Group Inc/De)

Ownership and Operations of Merger Sub. Parent directly or indirectly owns beneficially and of record all of the outstanding capital stock shares of Merger Sub, free and clear of all Liens, except for Permitted Liens and such Liens Encumbrances (other than Encumbrances of general applicability as may be applicable provided under the Securities Act or other applicable securities Laws). Merger Sub was formed solely for the purpose of engaging in the Transactions, has no liabilities or obligations of any nature other than those incident to its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in any other business activities other than those relating to the Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tabula Rasa HealthCare, Inc.), Agreement and Plan of Merger (Tabula Rasa HealthCare, Inc.)

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Ownership and Operations of Merger Sub. Parent directly or indirectly owns beneficially and of record all of the issued and outstanding capital stock shares of Merger Sub, free and clear of all Liens, except for Permitted Liens and such Liens as may be applicable (other than transfer restrictions arising under the Securities Act or other applicable securities Laws). Merger Sub was formed solely for the purpose of engaging in the Transactions, has no liabilities or obligations of any nature other than those incident to its formation and pursuant to the Transactions, and as of immediately prior to the Effective Time, will not have engaged in any other business activities other than those relating to the Transactions and will have no liabilities other than those contemplated by, or arising in connection with, this Agreement or the Transactions.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Verizon Communications Inc), Agreement and Plan of Merger (Frontier Communications Parent, Inc.)

Ownership and Operations of Merger Sub. Parent directly or indirectly owns beneficially and of record all of the outstanding capital stock of Merger Sub, free and clear of all Liens, except for Permitted Liens and such Liens as may be applicable under the Securities Act or other applicable securities Laws. Merger Sub was formed solely for the purpose of engaging in the Transactions, has no liabilities or obligations of any nature other than those incident to its formation and pursuant to the TransactionsTransactions and, and prior to the Effective Time, will not have engaged in any other business activities other than those relating to the Transactions.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Owens & Minor Inc/Va/)

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