Common use of Status and Conversion of Securities Other Agreements Clause in Contracts

Status and Conversion of Securities Other Agreements. SECTION 2.01 COMMON STOCK OF DUCK AND THE MERGER-SUB. (a) Each share of common stock, par value $.01 per share, of the Merger-Sub outstanding immediately prior to the Closing shall remain outstanding and shall, by virtue of the Merger and without any further action on the part of the holders thereof, be converted into one (1) share of common stock, par value $.001 per share, of the Surviving Corporation (the "Surviving Corporation Common Stock"), so that at the Effective Time, the Parent shall be the holder of all of the issued and outstanding shares of the Surviving Corporation Common Stock. (b) Each share of Duck Common Stock issued and outstanding prior to the Closing shall be converted into .889334306 shares of common stock, no par value, of the Parent (the "Parent Common Stock") for an aggregate of fifteen million (15,000,000) shares of Parent Common Stock. As of the Closing Date, the former holders of Duck Capital Stock (the "Former Duck Stockholders") shall effectively own sixty percent (60%) of the outstanding Parent Common Stock.