Xxxxx Fargo Common Stock Adjustments. If, between the date hereof and the Effective Time of the Merger as defined below, shares of Xxxxx Fargo Common Stock shall be changed into a different number of shares or a different class of shares by reason of any reclassification, recapitalization, split-up, combination, exchange of shares or readjustment, or if a stock dividend thereon shall be declared with a record date within such period (a “Common Stock Adjustment”), then the number of shares of Xxxxx Fargo Common Stock issuable pursuant to subparagraph (a), above, will be appropriately and proportionately adjusted so that the number of such shares of Xxxxx Fargo Common Stock issuable in the Merger will equal the number of shares of Xxxxx Fargo Common Stock which holders of shares of Company Common Stock would have received pursuant to such Common Stock Adjustment had the record date therefor been immediately following the Effective Time of the Merger.
Appears in 3 contracts
Samples: Merger Agreement (Greater Bay Bancorp), Merger Agreement (Pacific Northwest Bancorp), Merger Agreement (Placer Sierra Bancshares)
Xxxxx Fargo Common Stock Adjustments. If, between the date hereof and the Effective Time of the Merger as defined belowMerger, shares of Xxxxx Fargo Common Stock shall be changed into a different number of shares or a different class of shares by reason of any reclassification, recapitalization, split-up, combination, exchange of shares or readjustment, or if a stock dividend thereon shall be declared with a record date within such period (a “"Common Stock Adjustment”"), then the number of shares of Xxxxx Fargo Common Stock issuable into which a share of Company Common Stock shall be converted pursuant to subparagraph (a), above, will be appropriately and proportionately adjusted so that the number of such shares of Xxxxx Fargo Common Stock issuable in the Merger into which a share of Company Common Stock shall be converted will equal the number of shares of Xxxxx Fargo Common Stock which holders of shares of Company Common Stock would have received pursuant to such Common Stock Adjustment had the record date therefor been immediately following the Effective Time of the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Michigan Financial Corp), Agreement and Plan of Reorganization (North County Bancorp)
Xxxxx Fargo Common Stock Adjustments. If, between the date hereof and the Effective Time of the Merger as defined below, shares of Xxxxx Fargo Common Stock shall be changed into a different number of shares or a different class of shares by reason of any reclassification, recapitalization, split-up, combination, exchange of shares or readjustment, or if a stock dividend thereon shall be declared with a record date within such period (a “"Common Stock Adjustment”"), then the number of shares of Xxxxx Fargo Common Stock issuable pursuant to subparagraph (a), above, will be appropriately and proportionately adjusted so that the number of such shares of Xxxxx Fargo Common Stock issuable in the Merger will equal the number of shares of Xxxxx Fargo Common Stock which holders of shares of Company Common Stock would have received pursuant to such Common Stock Adjustment had the record date therefor been immediately following the Effective Time of the Merger.
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Xxxxx Fargo Common Stock Adjustments. If, between the date hereof and the Effective Time of the Merger as defined belowMerger, shares of Xxxxx Fargo Common Stock shall be changed into a different number of shares or a different class of shares by reason of any reclassification, recapitalization, split-up, combination, exchange of shares or readjustment, or if a stock dividend thereon shall be declared with a record date within such period (a “"Common Stock Adjustment”"), then the number of shares of Xxxxx Fargo Common Stock issuable into which a share of First Place Common Stock shall be converted pursuant to subparagraph (a), above, will be appropriately and proportionately adjusted so that the number of such shares of Xxxxx Fargo Common Stock issuable in the Merger into which a share of First Place Common Stock shall be converted will equal the number of shares of Xxxxx Fargo Common Stock which holders of shares of Company First Place Common Stock would have received pursuant to such Common Stock Adjustment had the record date therefor been immediately following the Effective Time of the Merger.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (First Place Financial Corp)
Xxxxx Fargo Common Stock Adjustments. If, between the date hereof and the Effective Time of the Merger as defined below, shares of Xxxxx Fargo Common Stock shall be changed into a different number of shares or a different class of shares by reason of any reclassification, recapitalization, split-up, combination, exchange of shares or readjustment, or if a stock dividend thereon shall be declared with a record date within such period (a “Common Stock Adjustment”), then the number of shares of Xxxxx Fargo Common Stock issuable pursuant to subparagraph (a), above, will be appropriately and proportionately adjusted so that the number of such shares of Xxxxx Fargo Common Stock issuable in the Merger will equal the number of shares of Xxxxx Fargo Common Stock which holders of shares of Company Common Stock and Preferred Stock would have received pursuant to such Common Stock Adjustment had the record date therefor been immediately following the Effective Time of the Merger.
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Xxxxx Fargo Common Stock Adjustments. If, between the date hereof and the Effective Time of the Merger as defined below, shares of Xxxxx Fargo Common Stock shall be changed into a different number of shares or a different class of shares by reason of any reclassification, recapitalization, split-up, combination, exchange of shares or readjustment, or if a stock dividend thereon shall be declared with a record date within such period (a “"Common Stock Adjustment”"), then the number of shares of Xxxxx Fargo Common Stock issuable pursuant to subparagraph subparagraphs (a), ) and (b) above, will be appropriately and proportionately adjusted so that the number of such shares of Xxxxx Fargo Common Stock issuable in the Merger and the Bank Merger will equal the number of shares of Xxxxx Fargo Common Stock which holders of shares of Company Common Stock would have received pursuant to such Common Stock Adjustment had the record date therefor been immediately following the Effective Time of the Merger.
Appears in 1 contract
Samples: Merger Agreement (Brenton Banks Inc)
Xxxxx Fargo Common Stock Adjustments. If, between the date hereof and the Effective Time of the Merger as defined belowMerger, shares of Xxxxx Fargo Common Stock shall be changed into a different number of shares or a different class of shares by reason of any reclassification, recapitalization, split-up, combination, exchange of shares or readjustment, or if a stock dividend thereon shall be declared with a record date within such period (a “"Common Stock Adjustment”"), then the number of shares of Xxxxx Fargo Common Stock issuable for which a share of Company Common Stock shall be exchanged pursuant to subparagraph (a), above, will be appropriately and proportionately adjusted so that the number of such shares of Xxxxx Fargo Common Stock issuable in the Merger for which a share of Company Common Stock shall be exchanged will equal the number of shares of Xxxxx Fargo Common Stock which holders of shares of Company Common Stock would have received pursuant to such Common Stock Adjustment had the record date therefor been immediately following the Effective Time of the Merger.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (National Bancorp of Alaska Inc)