Common use of Cancellation of Stock Options Clause in Contracts

Cancellation of Stock Options. At or immediately prior to the Effective Time, each Current Option, whether or not fully vested, shall be cancelled and in lieu thereof, the holder of each such Current Option will be entitled to receive from the Surviving Corporation an amount in cash equal to the product of (i) the excess, if any of the Per Common Share Amount over the exercise price per Share under such Current Option multiplied by (ii) the number of Shares subject to such Current Option, whether or not fully vested, immediately prior to the Effective Time, without interest (the “Option Consideration”), reduced by any income or employment taxes required to be withheld under the Code or any provision of state, local or foreign tax law. On or prior to the Closing Date, the Company (and its board of directors) shall obtain any consent of the holders of a Current Option required to cancel such Current Option in exchange for the right to receive the Option Consideration.

Appears in 2 contracts

Sources: Merger Agreement (Herbst Gaming Inc), Merger Agreement (Sands Regent)