PLAN OF REORGANIZATION AND MERGER Sample Clauses

PLAN OF REORGANIZATION AND MERGER. As of March 15, 2016 BKTX had 19,853,188 units of Common, Series A Preferred and Series A-2 Preferred units outstanding consisting of: (i) 7,063,267 common units and/or options (ii) warrants for the purchase of up 8,986,752 common units (iv) 2,822,231 Series A Preferred units outstanding, and (v) 3,750,000 Series A-2 Preferred units. On the Effective Date, assuming no change in the number of BKTX Units, warrants and options issued and outstanding, the unit holders, warrant holders and option holders of BKTX will have the right to receive Shares on a three and one half for one (3.5/1) basis, such that for every three and one-half units held in BKTX, they will be issued one share of HOLDINGS (in the same type and class previously held in BKTX) as set forth in Exhibit “B” Detailed Capitalization Table of HOLDINGS, upon completion of the merger and unit/share exchange attached hereto and incorporated by reference for all purposes.
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PLAN OF REORGANIZATION AND MERGER. 13 EXECUTED as of the date first above written. BEAUTYKIND HOLDINGS, INC.: By: Jxxx Xxxxxxx Xxxxx, XX - President BeautyKind Gives, LLC (DE): By Nxxx X. Xxxxxxxx, III Manager BeautyKind, LLC (TX): By
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PLAN OF REORGANIZATION AND MERGER 
Sample 1

Related to PLAN OF REORGANIZATION AND MERGER

  • Plan of Reorganization (a) If, in any Insolvency Proceeding involving a Grantor, debt obligations of the reorganized debtor secured by Liens upon any property of the reorganized debtor are distributed pursuant to a plan of reorganization or similar dispositive restructuring plan, both on account of First Lien Obligations and on account of Second Lien Obligations, then, to the extent the debt obligations distributed on account of the First Lien Obligations and on account of the Second Lien Obligations are secured by Liens upon the same property, the provisions of this Agreement will survive the distribution of such debt obligations pursuant to such plan and will apply with like effect to the Liens securing such debt obligations.

  • Effect of Reorganization Etc The purchase price per Share and similar provisions in this Agreement shall be equitably adjusted to reflect any stock split, subdivision, stock dividend, extraordinary dividend or dividends or other reclassification, consolidation or a combination of Andina´s voting securities or any similar action or transaction which occurs after the date of this Agreement.

  • Consolidation and Merger The Borrower will not (a) enter into any transaction of merger or (b) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that, so long as no Default or Event of Default shall exist or be caused thereby, a Person may be merged or consolidated with or into the Borrower so long as the Borrower shall be the continuing or surviving Person.

  • The Merger Agreement The following is a summary of material terms of the Merger Agreement. This summary is not a complete description of the terms and conditions thereof and is qualified in its entirety by reference to the full text thereof, which is incorporated herein by reference and a copy of which has been filed with the SEC as an exhibit to Schedule TO. The Merger Agreement may be examined, and copies thereof may be obtained, as set forth in Section 8 above.

  • Termination Liquidation and Merger 51 SECTION 9.1. Dissolution Upon Expiration Date....................................................51 SECTION 9.2.

  • Merger or Reorganization, etc If there shall occur any reorganization, recapitalization, reclassification, consolidation or merger involving the Company in which its Common Stock are converted into or exchanged for securities, cash or other property, then, following any such reorganization, recapitalization, reclassification, consolidation or merger, in lieu of common stock of the Company, the Sponsor shall transfer, with respect to each Founder Share to be transferred hereunder, upon the Sponsor’s receipt thereof, the kind and amount of securities, cash or other property into which such Assigned Securities converted or exchanged.

  • DISSOLUTION, LIQUIDATION AND MERGER 44 Section 9.1. Dissolution Upon Expiration Date..............................................................44 Section 9.2.

  • Amendment to Merger Agreement The Merger Agreement shall be amended as follows:

  • Plan of Merger This Agreement shall constitute an agreement of merger for purposes of the DGCL.

  • Second Merger At the Second Effective Time, by virtue of the Second Merger and without any action on the part of the Surviving Corporation or Parent or the holders of any securities of the Surviving Corporation or Parent, each share of common stock, par value $0.001 per share, of the Surviving Corporation issued and outstanding immediately prior to the Second Effective Time shall no longer be outstanding and shall automatically be canceled and shall cease to exist without any consideration being payable therefor.

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