Merger Sub Capital Stock definition

Merger Sub Capital Stock means the shares of the common stock, par value $0.0001 per share, of Merger Sub.
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Merger Sub Capital Stock has the meaning set forth in Section 3.4(e).
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Merger Sub Capital Stock has the meaning set forth in Section 2.2(c).
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Examples of Merger Sub Capital Stock in a sentence

  • The issued and outstanding shares of Merger Sub Capital Stock are duly authorized, validly issued, fully paid and nonassessable.

  • All of the issued and outstanding shares of Merger Sub Capital Stock are held directly or indirectly by Parent and have been duly authorized and validly issued and are fully paid and nonassessable.

  • From and after the Effective Time, all certificates representing shares of Merger Sub Capital 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.

  • Together, with the Merger Sub Common Stock, the ("Merger Sub Capital Stock").

  • Each share of Merger Sub Capital Stock issued and outstanding immediately prior to the Effective Time shall be converted into and become one fully paid and nonassessable share of common stock of the Surviving Corporation.

  • Even then, the amendment’s sponsor may have tocomplete the drafting process on the floor by “keying” it to the appropriate page and line numbers of the text the Member intends to amend.Thus far, this discussion of the amendment tree has assumed that the first-degree amendment from which the tree “grows” is either (1) a motion to insert or (2) a motion to strike out and insert that affects only part of the measure’s text.

  • The affirmative vote of the sole stockholder of Merger Sub is the only vote of the stockholder of Merger Sub Capital Stock necessary to adopt this Agreement and approve the Merger and the applicable Contemplated Transactions (the “Required Merger Sub Stockholder Vote”).

  • Except as set forth in the Merger Sub’s organizational documents, there are no outstanding contractual obligations of Merger Sub to repurchase, redeem or otherwise acquire any shares of Merger Sub Capital Stock or any capital equity of Merger Sub.

  • All issued and outstanding shares of Merger Sub Capital Stock are duly authorized, validly issued, fully paid and nonassessable and not subject to or issued in violation of any purchase option, right of first refusal, preemptive right, subscription right or any similar right under any provision of Delaware Law, the Merger Sub’s organizational documents or any contract to which Merger Sub is a party or by which Merger Sub is bound.

  • The authorized capital stock of Merger Sub (the "Merger Sub Capital Stock") consists of 1,000 shares, par value $0.01 per share, all of which are designated as common stock.


More Definitions of Merger Sub Capital Stock

Merger Sub Capital Stock means the shares of the common stock, par value $0.0001 per share, of Merger Sub. “Minimum Available Acquiror Cash Amount” has the meaning specified in Section 7.2(a).
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Merger Sub Capital Stock means the authorized capital stock of Merger Sub.
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Merger Sub Capital Stock means the shares of the common stock, par value $0.001 per share, of Merger Sub. “Modification in Recommendation” has the meaning specified in Section 7.10.
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Merger Sub Capital Stock means (i) all classes or series of outstanding equity (and instruments treated as equity) of Merger Sub for U.S. federal income Tax purposes, and (ii) all options, warrants and other rights to acquire such equity.
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Related to Merger Sub Capital Stock

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Parent Capital Stock means Parent Common Stock and Parent Preferred Stock.

  • Merger Sub I has the meaning set forth in the Preamble.

  • Merger Sub 2 has the meaning set forth in the Preamble.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Merger Sub II has the meaning set forth in the Preamble.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Voting Capital Stock means with respect to any Person, securities of any class or classes of Capital Stock in such Person ordinarily entitling the holders thereof (whether at all times or at the times that such class of Capital Stock has voting power by reason of the happening of any contingency) to vote in the election of members of the board of directors or comparable governing body of such Person.

  • Merger Sub has the meaning set forth in the Preamble.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Capital Stock means, for any entity, any and all shares, interests, rights to purchase, warrants, options, participations or other equivalents of or interests in (however designated) stock issued by that entity.

  • Parent Preferred Stock means the preferred stock, par value $0.01 per share, of Parent.

  • MergerSub has the meaning set forth in the preamble hereto.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • Retired Capital Stock shall have the meaning provided in Section 10.5(b)(2).

  • Effective Time has the meaning set forth in Section 2.2.

  • Parent Ordinary Shares means the ordinary shares, no par value per share, of Parent.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Buyer Preferred Stock means the preferred stock, par value $0.001 per share, of Buyer.

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

  • Capital Shares means the Common Stock and any shares of any other class of common stock whether now or hereafter authorized, having the right to participate in the distribution of earnings and assets of the Company.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.