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

Ownership of Parent and Merger Sub. All of the outstanding Equity Interests of Parent and Merger Sub have been duly authorized and validly issued. All of the issued and outstanding Equity Interests of Merger Sub are, and at the Effective Time will be, owned directly or indirectly by Parent. Merger Sub was formed solely for purposes of the Merger and, except for matters incident to formation and execution and delivery of this Agreement and the performance of the Transactions, has not prior to the date hereof engaged in any business or other activities.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (SMTC Corp), Agreement and Plan of Merger (SMTC Corp), Agreement and Plan of Merger (LogMeIn, Inc.)

AutoNDA by SimpleDocs

Ownership of Parent and Merger Sub. All of the outstanding Equity Interests of Parent and Merger Sub have been duly authorized and validly issued. All of the issued and outstanding Equity Interests of Merger Sub are, and at the Effective Time will be, owned directly or indirectly by Parent. Merger Sub was formed solely for purposes of the Offer and the Merger and, except for matters incident to formation and execution and delivery of this Agreement and the performance of the Transactions, has not prior to the date hereof engaged in any business or other activities.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Iac/Interactivecorp), Agreement and Plan of Merger (Care.com Inc), Agreement and Plan of Merger (Iac/Interactivecorp)

Ownership of Parent and Merger Sub. All of the outstanding Equity Interests equity interests of Parent and Merger Sub have been duly authorized and validly issuedissued and are fully paid and nonassessable. All of the issued and outstanding Equity Interests equity interests of Merger Sub are, and at the Effective Time will be, wholly owned directly or indirectly by Parent. Merger Sub was formed solely for purposes of the Merger and, except for matters incident to its formation and organization and the execution and delivery of this Agreement and the performance of the Transactionstransactions contemplated by this Agreement, has not prior to the date hereof engaged in any business or other activities.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (SPAR Group, Inc.), Agreement and Plan of Merger (SPAR Group, Inc.)

Ownership of Parent and Merger Sub. All of the outstanding Equity Interests of Parent and Merger Sub have been duly authorized and validly issued. All of the issued and outstanding Equity Interests of Merger Sub are, and at the Effective Time will be, owned directly or indirectly by Parent. Merger Sub was formed solely for purposes of the Merger and, except for matters incident to formation and execution and delivery of this Agreement and the performance of the Transactionstransactions contemplated hereby, has not prior to the date hereof engaged in any business or other activities.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Accuride Corp)

Ownership of Parent and Merger Sub. All of the outstanding Equity Interests of Parent and Merger Sub have been duly authorized and validly issued. All of the issued and outstanding Equity Interests of Merger Sub are, and at the Effective Time will be, owned directly or indirectly by Parent. Merger Sub was formed solely for purposes of the Merger and, except for matters incident to formation and execution and delivery of this Agreement and the performance of the Transactionstransactions contemplated hereby, has not prior to the date hereof engaged in any business or other activities.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Wesco Aircraft Holdings, Inc)

AutoNDA by SimpleDocs

Ownership of Parent and Merger Sub. All of the outstanding Equity Interests of Parent have been duly authorized and validly issued and are wholly owned by Holdings. All of the outstanding Equity Interests of Merger Sub have been duly authorized and validly issued. All of the issued and outstanding Equity Interests of Merger Sub are, and at the Effective Time will be, are wholly owned directly or indirectly by Parent. Merger Sub was formed solely for purposes of the Merger and, except for matters incident incidental to formation and execution and delivery of this Agreement and the performance of the Transactionstransactions contemplated hereby, Merger Sub has not prior to the date hereof engaged in any business or other activities.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lexmark International Inc /Ky/)

Ownership of Parent and Merger Sub. All of the outstanding Equity Interests of Parent and Merger Sub have been duly authorized and validly issued. All of the issued and outstanding Equity Interests of Merger Sub are, and at the Effective Time will be, owned directly or indirectly by Parent. Merger Sub was formed solely for purposes of the Offer and the Merger and, except for matters incident to formation and execution and delivery of this Agreement and the performance of the Transactions, has not prior to the date hereof engaged in any business or other activities.. 4.9

Appears in 1 contract

Samples: Agreement and Plan of Merger (Iac/Interactivecorp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!