Effect on Shares of Stock Clause Samples
The "Effect on Shares of Stock" clause defines how certain events or actions impact the ownership, rights, or characteristics of a company's shares. This clause typically outlines what happens to shares in scenarios such as mergers, stock splits, conversions, or other corporate restructurings. For example, it may specify whether shares are exchanged for new securities, adjusted in number, or subject to restrictions. Its core practical function is to ensure clarity and predictability for shareholders and the company regarding how shares will be treated during significant corporate changes, thereby reducing disputes and confusion.
Effect on Shares of Stock. (a) Each share of Acquiror Bank common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding.
(b) At the Effective Time, each share of Bank common stock issued and outstanding prior to the Merger shall, by virtue of the Merger and without any action on the part of the holder thereof, be canceled. Any shares of Bank common stock held in the treasury of the Bank immediately prior to the Effective Time shall be retired and canceled.
Effect on Shares of Stock. (a) Each share of FNB Bank common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding.
(b) At the Effective Time, each share of ANNB Bank capital stock issued and outstanding prior to the Bank Merger shall, by virtue of the Bank Merger and without any action on the part of the holder thereof, be canceled. Any shares of ANNB Bank capital stock held in the treasury of ANNB Bank immediately prior to the Effective Time shall be retired and canceled.
Effect on Shares of Stock. (a) Each share of FNB Bank common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding.
(b) At the Effective Time, each share of ▇▇▇▇▇▇ Bank capital stock issued and outstanding prior to the Bank Merger shall, by virtue of the Bank Merger and without any action on the part of the holder thereof, be canceled. Any shares of ▇▇▇▇▇▇ Bank capital stock held in the treasury of ▇▇▇▇▇▇ Bank immediately prior to the Effective Time shall be retired and canceled.
Effect on Shares of Stock. (a) Each share of Farmers Bank common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding and shall consist of $[•] in capital, divided into [•] shares of common stock, each of $5.00, and at the Effective Time Farmers Bank shall have a surplus of $[•] and undivided profits, including capital reserves, of $[•], which when combined with the capital and surplus will be equal to the combined capital structures of Farmers Bank and MBC as stated in the recitals of this Agreement, adjusted however, for normal earning and expense (and if applicable purchase accounting adjustments) from [•], 2025 until the Effective Time.
(b) At the Effective Time, each share of MBC capital stock issued and outstanding prior to the Bank Merger shall, by virtue of the Bank Merger and without any action on the part of the holder thereof, be canceled. Any shares of MBC capital stock held in the treasury of MBC immediately prior to the Effective Time shall be retired and canceled.
Effect on Shares of Stock. (a) Each share of Columbia Bank common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding.
(b) At the Effective Time, each share of Atlantic Stewardship Bank common stock issued and outstanding immediately prior thereto shall, by virtue of the Bank Merger and without any action on the part of Columbia Bank or the holder thereof, be cancelled. No shares of capital stock of Columbia Bank or any other consideration shall be issuable or exchangeable with respect to shares of Atlantic Stewardship Bank common stock.
Effect on Shares of Stock. (a) Each share of Farmers Bank common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding and shall consist of $[•] in capital, divided into [•] shares of common stock, each of $5.00, and at the Effective Time Farmers Bank shall have a surplus of $[•] and undivided profits, including capital reserves, of $[•], which when combined with the capital and surplus will be equal to the combined capital structures of Farmers Bank and Emlenton Bank as stated in the recitals of this Agreement, adjusted however, for normal earning and expense (and if applicable purchase accounting adjustments) from [•], 2022 until the Effective Time.
(b) At the Effective Time, each share of Emlenton Bank capital stock issued and outstanding prior to the Bank Merger shall, by virtue of the Bank Merger and without any action on the part of the holder thereof, be canceled. Any shares of Emlenton Bank capital stock held in the treasury of Emlenton Bank immediately prior to the Effective Time shall be retired and canceled.
Effect on Shares of Stock. (a) Each share of Parent common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding.
(b) At the Effective Time, each share of Acquisition Sub common stock issued and outstanding prior to the Merger shall, by virtue of the Merger and without any action on the part of the holder thereof, be canceled. Any shares of Acquisition Sub common stock held in the treasury of Acquisition Sub immediately prior to the Effective Time shall be retired and canceled.
Effect on Shares of Stock. (a) Each share of FNB Bank common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding.
(b) At the Effective Time, each share of Yadkin Bank capital stock issued and outstanding prior to the Bank Merger shall, by virtue of the Bank Merger and without any action on the part of the holder thereof, be canceled. Any shares of Yadkin Bank capital stock held in the treasury of Yadkin Bank immediately prior to the Effective Time shall be retired and canceled.
Effect on Shares of Stock. Each share of Province common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding. At the Effective Time, each share of UNCB capital stock issued and outstanding prior to the Bank Merger shall, by virtue of the Bank Merger and without any action on the part of the holder thereof, be canceled. Any shares of UNCB capital stock held in the treasury of UNCB immediately prior to the Effective Time shall be retired and canceled.
Effect on Shares of Stock. (a) Each share of Parent Bank common stock issued and outstanding immediately prior to the Effective Time shall be unchanged and shall remain issued and outstanding.
(b) At the Effective Time, each share of NorthSide Bank capital stock issued and outstanding prior to the Bank Merger shall, by virtue of the Bank Merger and without any action on the part of the holder thereof, be canceled. Any shares of Northside Bank capital stock held in the treasury of NorthSide Bank immediately prior to the Effective Time shall be retired and canceled.