Common use of Treatment of Merger Sub Common Stock Clause in Contracts

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without par value per share, of Merger Sub shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Sigma Designs Inc), Agreement and Plan of Merger (Silicon Laboratories Inc), Agreement and Plan of Merger (Diodes Inc /Del/)

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Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without par value $0.01 per share, of Merger Sub shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (KMG Chemicals Inc), Agreement and Plan of Merger (WHITEWAVE FOODS Co)

Treatment of Merger Sub Common Stock. At the Effective Time, each Each share of Merger Sub Stock issued and outstanding share of common stock, without par value per share, of Merger Sub at the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation and shall constitute the only outstanding each certificate which previously represented any shares of capital Merger Sub Stock shall thereafter be deemed to represent the same number of shares of common stock of the Surviving Corporation.

Appears in 3 contracts

Samples: Intellectual Property Agreement (Harris Corp /De/), Intellectual Property Agreement (Stratex Networks Inc), Formation, Contribution and Merger Agreement (Harris Corp /De/)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without $0.01 par value per share, share of Merger Sub (the “Merger Sub Common Stock”) shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Allergan Inc), Agreement and Plan of Merger (Warner Chilcott LTD), Agreement and Plan of Merger (Actavis PLC)

Treatment of Merger Sub Common Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the Parties or holders of any securities of Bemis or Merger Sub, each issued and outstanding share of common stock, without $0.01 par value per share, of Merger Sub shall be automatically converted into into, and become become, one validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation Corporation, and such shares shall constitute the only outstanding shares of capital stock of the Surviving Corporation, and shall be held by New Holdco.

Appears in 2 contracts

Samples: Transaction Agreement (Bemis Co Inc), Transaction Agreement

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding Each share of common stock, without par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock stock, par value $0.01 per share, of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Advantage Corp), Agreement and Plan of Merger (Sterling Check Corp.)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without par value per share, stock of Merger Sub shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.. Table of Contents

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Integrated Device Technology Inc)

Treatment of Merger Sub Common Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the holder thereof, each share of common stock of Merger Sub issued and outstanding share of common stock, without par value per share, of Merger Sub immediately prior to the Effective Time shall be automatically converted into and become exchanged for one validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation and shall constitute the only outstanding Corporation. Each stock certificate of Merger Sub evidencing ownership of any shares of capital common stock shall continue to evidence ownership of such shares of common stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Juno Therapeutics, Inc.)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without $0.01 par value per sharevalue, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Questcor Pharmaceuticals Inc), Agreement and Plan of Merger (Mallinckrodt PLC)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding Each share of common stock, without par value $0.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation and shall constitute surviving corporation in the only outstanding shares of capital stock of the Surviving CorporationInitial Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ixys Corp /De/), Agreement and Plan of Merger (Littelfuse Inc /De)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without par value $0.01 per share, of Merger Sub shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation and shall (together with any Converted Shares converted into shares (or fractional shares) of common stock of the Surviving Corporation pursuant to Section 2.1(a)(iii)) constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Linear Technology Corp /Ca/), Agreement and Plan of Merger (Analog Devices Inc)

Treatment of Merger Sub Common Stock. At the Effective Time, each All shares of common stock of Merger Sub issued and outstanding share of common stock, without par value per share, of Merger Sub immediately prior to the Effective Time shall be automatically converted into and become one fully paid and nonassessable share remain outstanding as shares of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving CorporationEntity.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (American Realty Capital Properties, Inc.), Agreement and Plan of Merger (Cole Credit Property Trust Inc)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without $0.01 par value per share, of Merger Sub shall be automatically converted into into, and become become, one validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation and such shares, collectively, shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Execution Version Agreement (Huntsman CORP), Execution Version Agreement (Huntsman CORP)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding Each share of common stock, without par value $0.01 per share, of Merger Sub (the “Merger Sub Common Stock”) issued and outstanding immediately prior to the Merger shall be automatically converted into and become one fully paid and nonassessable remain outstanding following the Merger as a share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Realty Income Corp), Agreement and Plan of Merger (Spirit Realty Capital, Inc.)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without $0.001 par value per sharevalue, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be automatically converted into and become one (1) fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Broadcom Cayman L.P.)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding Each share of common stock, without no par value per sharevalue, of Merger Sub issued and outstanding at the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation and shall constitute the only outstanding each certificate which previously represented any shares of capital common stock of Merger Sub shall thereafter be deemed to represent the same number of shares of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Simrad Yachting As)

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Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding Each share of common stock, without $0.01 par value per sharevalue, of Merger Sub issued and outstanding immediately prior to the Merger Effective Time shall be automatically converted into and become one fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Transaction Agreement (WestRock Co)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding Each share of common stock, without par value $0.01 per share, of Merger Sub (the “Merger Sub Common Stock”) issued and outstanding immediately prior to the Merger shall be automatically converted into and become one fully paid and nonassessable remain outstanding following the Merger as a share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.. Table of Contents

Appears in 1 contract

Samples: Agreement and Plan of Merger (Spirit Realty Capital, Inc.)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without par value $0.001 per share, of Merger Sub shall be automatically converted into and become one (1) fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vca Inc)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of All common stock, without par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation remain as outstanding and shall constitute the only issued and outstanding shares of capital stock of the Surviving Corporation.. [AGREEMENT AND PLAN OF MERGER]

Appears in 1 contract

Samples: Agreement and Plan of Merger (Brookdale Senior Living Inc.)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding Each share of common stock, without par value $1 per share, of Merger Sub (the “Merger Sub Common Stock”) issued and outstanding immediately prior to the Merger shall be automatically converted into and become one fully paid and nonassessable remain outstanding following the Merger as a share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Stockholders Agreement (Parkway Properties Inc)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding Each share of common stock, without no par value per share, of Merger Sub issued and outstanding at the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock stock, par value $0.01 per share, of the Surviving Corporation and shall constitute the only outstanding each certificate which previously represented any shares of capital common stock of Merger Sub shall thereafter be deemed to represent the same number of shares of common stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lowrance Electronics Inc)

Treatment of Merger Sub Common Stock. At the Effective Time, each issued and outstanding share of common stock, without par value per share, of Merger Sub shall be automatically converted into and become one fully paid and nonassessable share of common stock of Merger Sub issued and outstanding immediately prior to the Surviving Corporation Effective Time will be cancelled and shall retired and automatically converted into and exchanged for one (1) duly authorized, fully paid, non-assessable and validly issued share of the Company and will constitute the only outstanding shares of capital stock equity interest of the Surviving CorporationCompany following the Merger.

Appears in 1 contract

Samples: Joinder Agreement (Motive Capital Corp)

Treatment of Merger Sub Common Stock. At the Effective Time, each Each share of capital stock of Merger Sub that is issued and outstanding share of common stock, without par value per share, of Merger Sub immediately prior to the Effective Time shall be automatically converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Saba Software Inc)

Treatment of Merger Sub Common Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the Parties or holders of any securities of Xxxxx or Merger Sub, each issued and outstanding share of common stock, without $0.01 par value per share, of Merger Sub shall be automatically converted into into, and become become, one validly issued, fully paid and nonassessable non-assessable share of common stock of the Surviving Corporation Corporation, and such shares shall constitute the only outstanding shares of capital stock of the Surviving Corporation, and shall be held by New Holdco.

Appears in 1 contract

Samples: Transaction Agreement

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