Securities of Merger Sub. Each ordinary share, par value US$0.0001 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into one fully paid and non-assessable ordinary share, par value US$0.0001 per share, of the Surviving Corporation. Such ordinary shares shall be the only issued and outstanding share capital of the Surviving Corporation and this will be reflected in the register of members of the Surviving Corporation.
Securities of Merger Sub. The issued and outstanding securities of Merger Sub immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $.01 per share, of the Surviving Corporation.
Securities of Merger Sub. The issued and outstanding securities of Merger Sub shall remain issued, outstanding and unchanged as validly issued, fully paid and nonassessable securities of the Surviving Corporation.
Securities of Merger Sub. Each share of common stock, par value US$0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one (1) fully paid and non-assessable share of common stock, par value US$0.01 per share, of the Surviving Corporation. From and after the Effective Time, all certificates, if any, representing shares of Merger Sub Common Stock shall be deemed for all purposes to represent the number of shares of common stock of the Surviving Corporation into which they were converted in accordance with the immediately preceding sentence. Such shares shall be the only issued and outstanding share capital of the Surviving Corporation.
Securities of Merger Sub. 10 3.1.2 CANCELLATION OF SHARES OF TOTAL HELD IN TREASURY AND XXXXXX-OWNED SHARES.................10 3.1.3 CONVERSION OF TOTAL COMMON STOCK....................11 3.1.4
Securities of Merger Sub. At the Effective Time, all of the issued and outstanding shares of Merger Sub shall, by virtue of the Merger, and without any action on the part of the holder thereof, cease to be outstanding, shall be cancelled and retired without any payment of any consideration therefor and shall cease to exist. As sole stockholder of Merger Sub, Holdings shall receive value for such cancelled shares through its ownership interest in the Company and shall receive one (1) share of a new class of voting common stock, par value $.01 per share (the "Voting Common Stock"), and one (1) share of Special Dividend Preferred Stock, par value $.01 per share, as such consideration.
Securities of Merger Sub. Each issued and outstanding share of Merger Sub shall be converted into and become one share of the Surviving Company with the same rights, powers and privileges as shares of Merger Sub so converted.
