Common use of Change in Shares Clause in Contracts

Change in Shares. If between the date of this Agreement and the Effective Time the outstanding shares of Company Common Stock shall have been changed into a different number of shares or a different class, solely by reason of any stock dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction, the Merger Consideration shall be correspondingly adjusted to reflect such stock dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction and to provide to the holders of Company Common Stock the same economic effect as contemplated by this Agreement prior to such action. For the avoidance of doubt, this Section 3.1(d) shall not be construed to permit the Company to take any action with respect to its securities that is prohibited by the terms of this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Symmetry Surgical Inc.)

Change in Shares. If between the date of this Agreement and the Effective Time the outstanding shares of Company Common Stock shall have been changed into a different number of shares or a different class, solely by reason of any stock dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction, the Merger Consideration shall be correspondingly adjusted to reflect such stock dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction and to provide to the holders of Company Common Stock the same economic effect as contemplated by this Agreement prior to such action. For the avoidance of doubt, this Section 3.1(d) provided, that nothing herein shall not be construed to permit the Company to take any action with respect to its securities that is prohibited or not expressly permitted by the terms of this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Sabre Holdings Corp)

Change in Shares. If between the date of this Agreement and the Effective Time the any outstanding shares of Company Common Stock Shares shall have been changed into a different number of shares or a different class, solely by reason of any stock share dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction, the Merger Consideration shall be correspondingly adjusted to reflect such stock share dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction and to provide to the holders of Company Common Stock Shares the same economic effect as contemplated by this Agreement prior to such action. For the avoidance of doubt; provided, that nothing in this Section 3.1(d) 3.7 shall not be construed to permit the Company to take any action with respect to its securities that is prohibited by the terms of this Agreement.

Appears in 1 contract

Sources: Merger Agreement (WPX Energy, Inc.)

Change in Shares. If between the date of this Agreement and the Effective Time the outstanding shares of Company Common Stock shall have been changed into a different number of shares or a different class, solely by reason of any stock dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction, the Merger Consideration shall be correspondingly adjusted to reflect such stock dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction and to provide to the holders of Company Common Stock the same economic effect as contemplated by this Agreement prior to such action. For the avoidance of doubt, ; provided that nothing in this Section 3.1(d) shall not be construed to permit the Company to take any action with respect to its securities that is prohibited by the terms of this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Thomas & Betts Corp)

Change in Shares. If between the date of this Agreement and the Effective Time the any outstanding shares of Company Common Stock shall have been changed into a different number of shares or a different class, solely by reason of any stock dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction, the Merger Consideration shall be correspondingly adjusted to reflect such stock dividend, subdivision, reclassification, recapitalization, split, reverse split, combination or exchange of shares or any other similar transaction and to provide to the holders of Company Common Stock the same economic effect as contemplated by this Agreement prior to such action. For the avoidance of doubt; provided, that nothing in this Section 3.1(d) 3.8 shall not be construed to permit the Company to take any action with respect to its securities that is prohibited by the terms of this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Power One Inc)