Pro Rata Reallocations. In the event that the Exchange Agent is required pursuant to Section 2.2(d)(i)(3) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock Shares.
Appears in 4 contracts
Samples: Merger Agreement (First Place Financial Corp /De/), Merger Agreement (First Place Financial Corp /De/), Merger Agreement (Camco Financial Corp)
Pro Rata Reallocations. In the event that the Exchange Agent is required pursuant to Section 2.2(d)(i)(32.2(c)(iii) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares, based on the percentage of the total number of Stock Election Shares held by such holder. In the event the Exchange Agent is required pursuant to Section 2.2(d)(ii)(22.2(d)(ii) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock Shares, based on the percentage of the total number of Cash Election Shares held by such holder.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (BCB Bancorp Inc), Merger Agreement (WSFS Financial Corp), Merger Agreement (WSFS Financial Corp)
Pro Rata Reallocations. In the event that the Exchange Agent is required pursuant to Section 2.2(d)(i)(33.02(d)(i)(3) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event the Exchange Agent is required pursuant to Section 2.2(d)(ii)(23.02(d)(ii)(2) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock Shares.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Pacific Premier Bancorp Inc), Agreement and Plan of Reorganization (Pacific Premier Bancorp Inc), Merger Agreement (First Mutual Bancshares Inc)
Pro Rata Reallocations. In the event that If the Exchange Agent is required pursuant to Section 2.2(d)(i)(3subsection 2.02(e)(i)(C) hereof to convert some Common Stock Election Shares into Reallocated Cash Shares, each holder of Common Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event If the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2subsection 2.02(e)(ii)(B) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Common Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Common Stock Shares.
Appears in 4 contracts
Samples: Merger Agreement (Community Banks Inc /Pa/), Merger Agreement (Community Banks Inc /Pa/), Merger Agreement (National Penn Bancshares Inc)
Pro Rata Reallocations. In the event that If the Exchange Agent is required pursuant to Section 2.2(d)(i)(3subsection 2.4(e)(i)(B) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event If the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2subsection 2.4(e)(ii)(C) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock Shares.
Appears in 2 contracts
Samples: Merger Agreement (Harleysville National Corp), Merger Agreement (East Penn Financial Corp)
Pro Rata Reallocations. In the event that If the Exchange Agent is required pursuant to Section 2.2(d)(i)(3Subsection 2.2(e)(i)(C) hereof to convert some Common Stock Election Shares into Reallocated Cash Shares, each holder of Common Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event If the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2Subsection 2.2(e)(ii)(B) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Common Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Common Stock Shares.
Appears in 2 contracts
Samples: Merger Agreement (National Penn Bancshares Inc), Merger Agreement (Tf Financial Corp)
Pro Rata Reallocations. In the event that If the Exchange Agent is required pursuant to Section 2.2(d)(i)(3subsection 2.02(e)(ii)(C) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Common Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Common Stock Election Shares.
Appears in 2 contracts
Samples: Merger Agreement (FNB Financial Corp /Pa/), Merger Agreement (FNB Financial Corp /Pa/)
Pro Rata Reallocations. In the event that the Exchange Agent is required pursuant to Section 2.2(d)(i)(33.2(d)(i)(3) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event the Exchange Agent is required pursuant to Section 2.2(d)(ii)(23.2(d)(ii)(2) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock Shares.
Appears in 2 contracts
Samples: Merger Agreement (Procentury Corp), Merger Agreement (Meadowbrook Insurance Group Inc)
Pro Rata Reallocations. In the event that the Exchange Agent is required pursuant to Section 2.2(d)(i)(3) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares, based on the percentage of the total number of Stock Election Shares held by such holder. In the event the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock Shares, based on the percentage of the total number of Cash Election Shares held by such holder.
Appears in 1 contract
Pro Rata Reallocations. In the event that If the Exchange Agent is required pursuant to Section 2.2(d)(i)(3subsection 2.02(e)(i)(C) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Common Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Common Stock Shares. If the Exchange Agent is required pursuant to subsection 2.02(e)(ii)(B) to convert some Common Stock Election Shares into Reallocated Cash Shares, each holder of Common Stock Election Shares shall be allocated a pro rata portion of the total Reallocated Cash Shares.
Appears in 1 contract
Samples: Agreement of Reorganization and Merger (National Penn Bancshares Inc)
Pro Rata Reallocations. In the event that If the Exchange Agent is required pursuant to Section 2.2(d)(i)(3subsection 1.02(h)(i)(B) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash SharesShares in accordance with the number of Stock Election Shares held by such holder. In the event If the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2subsection 1.02(h)(ii)(B) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock SharesShares in accordance with the number of Cash Election Shares held by such holder.
Appears in 1 contract
Pro Rata Reallocations. In the event that If the Exchange Agent is required pursuant to Section 2.2(d)(i)(31.02(l)(i)(B) hereof to convert some Stock Election Shares into Reallocated Cash Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) shall be allocated a pro rata portion of the total Reallocated Cash SharesShares in accordance with the number of Stock Election Shares held by such holder. In the event If the Exchange Agent is required pursuant to Section 2.2(d)(ii)(21.02(l)(ii)(B) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock SharesShares in accordance with the number of Cash Election Shares held by such holder.
Appears in 1 contract
Pro Rata Reallocations. In the event that the Exchange Agent is required (x) pursuant to Section 2.2(d)(i)(32.4(d)(i)(2), to convert some, but not all, No Election Shares into Cash Reallocated No Election Shares, (y) hereof pursuant to 2.4(d)(i)(3) to convert some Stock Election Shares into Reallocated Cash Shares, or (z) pursuant to Section 2.4(d)(ii)(2) to convert some Cash Election Shares into Reallocated Stock Shares, each holder of Stock Election Shares (based upon the number of Stock Election Shares held) such shares being converted shall be allocated a pro rata portion of the total Reallocated Cash Shares. In the event the Exchange Agent is required pursuant to Section 2.2(d)(ii)(2) hereof to convert some Cash Election Shares (based upon the number of Cash Election Shares held) into Reallocated Stock Shares, each holder of Cash Election Shares shall be allocated a pro rata portion of the total Reallocated Stock Shares.
Appears in 1 contract
