Common use of Treatment of Fractional Shares Clause in Contracts

Treatment of Fractional Shares. No certificates or scrip representing fractional Halyard Shares shall be issued in the Distribution. In lieu of receiving fractional shares, each holder of Xxxxxxxx-Xxxxx Common Stock who would otherwise be entitled to receive a fractional Halyard Share pursuant to the Distribution will receive cash for such fractional share. Xxxxxxxx-Xxxxx and Halyard shall instruct the Agent to determine the number of whole Halyard Shares and fractional Halyard Shares allocable to each holder of record of Xxxxxxxx-Xxxxx Common Stock as of the close of business on Record Date, to aggregate all such fractional shares into whole shares and sell the whole shares obtained thereby in the open market at the then prevailing prices on behalf of holders who would otherwise be entitled to receive fractional share interests, and to distribute to each such holder such holder’s ratable share of the total proceeds of such sale after making appropriate deductions of any Taxes required to be withheld with respect to the sale of such fractional share interests.

Treatment of Fractional Shares. No certificates or scrip representing fractional Halyard Neenah Shares shall be issued in the Distribution. In lieu of receiving fractional shares, each holder of XxxxxxxxKxxxxxxx-Xxxxx Common Stock who would otherwise be entitled to receive a fractional Halyard Neenah Share pursuant to the Distribution will receive cash for such fractional share. XxxxxxxxKxxxxxxx-Xxxxx and Halyard Neenah shall instruct the Agent to determine the number of whole Halyard Neenah Shares and fractional Halyard Neenah Shares allocable to each holder of record of XxxxxxxxKxxxxxxx-Xxxxx Common Stock as of the close of business on Record Date, to aggregate all such fractional shares into whole shares and sell the whole shares obtained thereby in the open market at the then prevailing prices on behalf of holders who would otherwise be entitled to receive fractional share interests, and to distribute to each such holder such holder’s ratable share of the total proceeds of such sale after making appropriate deductions of any Taxes amounts required to be withheld with respect for U.S. federal tax withholding purposes and after deducting any taxes attributable to the sale of such fractional share interests.

Treatment of Fractional Shares. No certificates or scrip representing fractional Halyard Neenah Shares shall be issued in the Distribution. In lieu of receiving fractional shares, each holder of Xxxxxxxx-Xxxxx Common Stock who would otherwise be entitled to receive a fractional Halyard Neenah Share pursuant to the Distribution will receive cash for such fractional share. Xxxxxxxx-Xxxxx and Halyard Neenah shall instruct the Agent to determine the number of whole Halyard Neenah Shares and fractional Halyard Neenah Shares allocable to each holder of record of Xxxxxxxx-Xxxxx Common Stock as of the close of business on Record Date, to aggregate all such fractional shares into whole shares and sell the whole shares obtained thereby in the open market at the then prevailing prices on behalf of holders who would otherwise be entitled to receive fractional share interests, and to distribute to each such holder such holder’s ratable share of the total proceeds of such sale after making appropriate deductions of any Taxes amounts required to be withheld with respect for U.S. federal tax withholding purposes and after deducting any taxes attributable to the sale of such fractional share interests.