Common use of Capitalization of Merger Sub Clause in Contracts

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists of 1,000 shares of common stock, par value $0.01 per share. All of the issued and outstanding capital stock of Merger Sub is, and at the Effective Time will be, owned by Parent. Merger Sub has not conducted any business prior to the date hereof and has no, and prior to the Effective Time will have no, assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement, the Written Consent and Voting Agreement and the other transactions contemplated by this Agreement and the Written Consent and Voting Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Samsonite Corp/Fl), Merger Agreement (CVC European Equity IV (AB) LTD)

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists solely of 1,000 shares of common stockCommon Stock, par value $0.01 per share, all of which are validly issued and outstanding. All of the issued and outstanding capital stock of Merger Sub is, and at the Effective Time will be, directly owned by ParentEast. Merger Sub has not conducted any business prior to the date hereof and has no, and prior to the Effective Time will have no, assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement, Agreement and the Written Consent and Voting Agreement Merger and the other transactions contemplated by this Agreement and the Written Consent and Voting Agreement.

Appears in 2 contracts

Sources: Merger Agreement, Merger Agreement (America West Airlines Inc)

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists solely of 1,000 shares of common stock, par value $0.01 per share, of which 100 shares are validly issued and outstanding. All of the issued and outstanding capital stock of Merger Sub is, and at the Effective Time will be, owned by ParentDimensional. Merger Sub has not conducted any business prior to the date hereof and has no, and prior to the Effective Time will have no, assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement, Agreement and the Written Consent and Voting Agreement Merger and the other transactions contemplated by this Agreement and the Written Consent and Voting Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Dimensional Associates, LLC), Merger Agreement (Orchard Enterprises, Inc.)

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists of 1,000 shares of common stock, par value $0.01 per share. All of the issued and outstanding capital stock of Merger Sub is, and at immediately prior to the Effective Time will be, owned owned, directly or indirectly, by Parent. Merger Sub has not conducted any business prior to the date hereof and has no, and prior to the Effective Time will have no, assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement, Agreement and the Written Consent and Voting Agreement and the other transactions contemplated by this Agreement and the Written Consent and Voting Agreement.

Appears in 2 contracts

Sources: Merger Agreement (At&t Inc.), Merger Agreement (Centennial Communications Corp /De)

Capitalization of Merger Sub. The authorized capital stock of Merger Sub consists of 1,000 shares of common stock, par value $0.01 per share. All of the issued and outstanding capital stock of Merger Sub is, and at immediately prior to the Effective Time will be, owned owned, directly or indirectly, by Parent. Merger Sub has not conducted any business prior to the date hereof and has no, and prior to the Effective Time will have no, assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement, the Written Consent and Voting Agreement and the other transactions contemplated by this Agreement and the Written Consent and Voting Agreementhereby.

Appears in 1 contract

Sources: Merger Agreement (NextWave Wireless Inc.)