Conversion of Series A Preferred Stock. Each Company Preferred Share that is outstanding, at the Effective Time, as set forth on Schedule A, shall automatically be cancelled and extinguished and converted, without any action on the part of the holder thereof, into the right to receive Acquisition Shares in the amounts set forth on Schedule A. All such Company Preferred Shares, when so converted, shall no longer be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each holder of a certificate representing any such shares shall cease to have any rights with respect thereto. Without limiting the generality of the foregoing, each Company Shareholder who is entitled to receive more than 2.49% of the Parent’s Common Stock may instead receive up to all of such Common Stock in the form of the Parent’s Series C Preferred Stock as set forth on Schedule A.
Appears in 2 contracts
Sources: Agreement and Plan of Merger, Agreement and Plan of Merger (Marathon Patent Group, Inc.)
Conversion of Series A Preferred Stock. Each Company Preferred Share that is outstanding, at the Effective Time, as set forth on Schedule A, shall automatically be cancelled and extinguished and converted, without any action on the part of the holder thereof, into the right to receive Acquisition Shares in the amounts set forth on Schedule A. All such Company Preferred Shares, when so converted, shall no longer be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each holder of a certificate representing any such shares shall cease to have any rights with respect thereto. Without limiting the generality of the foregoing, each Company Shareholder who is entitled to receive more than 2.49% of the Parent’s Common Stock may instead receive up to all of such Common Stock in the form of the Parent’s Series C Preferred Stock as set forth on Schedule A.
Appears in 1 contract