Common use of Common Stock of Merger Sub Clause in Contracts

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 3 contracts

Sources: Merger Agreement (Great Atlantic & Pacific Tea Co Inc), Merger Agreement (Pathmark Stores Inc), Merger Agreement (Grubb & Ellis Co)

Common Stock of Merger Sub. Each issued and outstanding share of common stock stock, par value $0.001 per share, of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable non-assessable share of common stock, no par value $0.01 per share, of the Surviving Corporation with Corporation, so that Parent shall be the same rights, powers holder of all of the issued and privileges as the shares so converted and shall constitute the only outstanding shares of capital the Surviving Corporation’s common stock. Each certificate representing shares of common stock of Merger Sub shall at and after the Effective Time represent one share of common stock of the Surviving Corporation.

Appears in 3 contracts

Sources: Merger Agreement, Agreement and Plan of Merger, Amended and Restated Agreement and Plan of Merger

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one 1,000,000 validly issued, fully paid and nonassessable share non-assessable shares of common stock, par value $0.01 .01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 3 contracts

Sources: Merger Agreement (Pilgrims Pride Corp), Merger Agreement (Gold Kist Inc.), Merger Agreement (Gold Kist Inc.)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 3 contracts

Sources: Merger Agreement (Juno Lighting Inc), Merger Agreement (Fremont Partners Lp), Merger Agreement (Square D Co)

Common Stock of Merger Sub. Each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Sources: Merger Agreement (Roadway Express Inc), Merger Agreement (Roadway Corp)

Common Stock of Merger Sub. Each share of common stock, par value $1.00 per share, of Merger Sub issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time shall be converted into and become one (1) validly issued, fully paid and nonassessable share of common stock, par value $0.01 1.00 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Chindex International Inc), Merger Agreement (Chindex International Inc)

Common Stock of Merger Sub. Each All issued and outstanding share shares of common stock stock, par value $0.001 per share, of Merger Sub shall be converted into and become one 100,000,000 validly issued, fully paid and nonassessable share non-assessable shares of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Sources: Merger Agreement (Osi Pharmaceuticals Inc), Merger Agreement (Astellas Pharma Inc.)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 .01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 2 contracts

Sources: Merger Agreement (Iron Acquisition Corp), Merger Agreement (Engelhard Corp)

Common Stock of Merger Sub. Each share of common stock, par value $0.01 per share, of Merger Sub issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time, shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Checkfree Corp \Ga\)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub, par value $.01 per share (“Merger Sub Common Stock”), issued and outstanding immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of the common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation, par value $.01 per share.

Appears in 1 contract

Sources: Merger Agreement (Alcide Corp)

Common Stock of Merger Sub. Each share of common stock, par value $0.0001 per share, of Merger Sub issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid paid, and nonassessable share of common stock, par value $0.01 0.0001 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Compass Group Diversified Holdings LLC)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock Capital Stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Centerplate, Inc.)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 .01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall, by virtue of the Merger, be converted into one share of common stock, par value $.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Amf Bowling Worldwide Inc)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of the common stock, par value $0.01 .01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.;

Appears in 1 contract

Sources: Merger Agreement (Axys Pharmaceuticals Inc)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Eye Care Centers of America Inc)

Common Stock of Merger Sub. Each share of common stock, par value $.01 per share, of Merger Sub (the “Merger Sub Common Stock”), issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 .01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Strategic Distribution Inc)

Common Stock of Merger Sub. Each share of common stock, par value $.01 per share, of Merger Sub issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time shall be converted into and become one (1) validly issued, fully paid and nonassessable share of common stock, par value $0.01 1.00 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (COHOES FASHIONS of CRANSTON, Inc.)

Common Stock of Merger Sub. Each share of Merger Sub Common Stock that is issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time shall be converted into and become one ten thousand (10,000) validly issued, fully paid and nonassessable share shares of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving CorporationCorporation (the “Surviving Corporation Shares”).

Appears in 1 contract

Sources: Merger Agreement (Sothebys)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 .0001 per share, of Merger Sub issued and outstanding immediately before the Effective Time will be converted into and become as of the Effective Time one validly issued, fully paid and non-assessable share of common stock, par value $.0001, of the Surviving Corporation with the same rightsCorporation, powers and privileges as the these shares so converted and shall will constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Derma Sciences, Inc.)

Common Stock of Merger Sub. Each share of common stock, par value $0.001 per share, of Merger Sub issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 0.001 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Planetout Inc)

Common Stock of Merger Sub. Each share of Common Stock, $0.0001 par value per share, of Merger Sub issued and outstanding share of common stock of Merger Sub immediately prior to the Effective Time shall be converted into and become exchanged for one validly issued, fully paid and nonassessable share of common stockCommon Stock, $0.0001 par value $0.01 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.Surviving

Appears in 1 contract

Sources: Merger Agreement (Targacept Inc)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub issued and outstanding immediately prior to the Public Company Merger Effective Time shall be converted into and become one validly issued, fully paid and nonassessable non-assessable share of common stock, par value $0.01 .001 per share, of the Surviving Corporation with (such shares, the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving CorporationCorporation Shares”).

Appears in 1 contract

Sources: Transaction Agreement (Texas Genco Inc.)

Common Stock of Merger Sub. Each issued and outstanding share of common stock of Merger Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation with the same rights, powers and 10 privileges as the shares so converted and shall constitute the only outstanding shares of capital stock of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Thompson Anthony W)