Ownership and Operations of Merger Sub. From and after the date of incorporation of Merger Sub, Parent owns beneficially and of record all of the outstanding capital stock of Merger Sub, free and clear of all Liens. Merger Sub will be formed solely for the purpose of engaging in the transactions contemplated by this Agreement, and immediately prior to the execution of this Agreement, Merger Sub will not have any liabilities or obligations of any nature other than those incident to formation and pursuant to the transactions contemplated by this Agreement, and prior to the Effective Time, will not have engaged in any other business activities other than those relating to this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (Nanosphere Inc), Merger Agreement (Luminex Corp), Merger Agreement (Nanosphere Inc)
Ownership and Operations of Merger Sub. From and after the date of incorporation of Merger Sub, Parent owns beneficially and of record all of the outstanding capital stock of Merger Sub, free and clear of all Liens. Merger Sub will be formed solely for the purpose of engaging in the transactions contemplated by this AgreementTransactions, and immediately prior to the execution of this the Joinder Agreement, Merger Sub will not have any liabilities or obligations of any nature other than those incident to its formation and pursuant to the transactions contemplated by this AgreementTransactions, and prior to the Effective Time, will not have engaged in any other business activities other than those relating to this Agreementthe Transactions.
Appears in 2 contracts
Samples: Merger Agreement (Abbott Laboratories), Merger Agreement (Alere Inc.)