Common use of Manner and Basis of Converting Shares Clause in Contracts

Manner and Basis of Converting Shares. As of the effective date of the merger: (a) Each share of Metaline common stock issued and outstanding shall become one share of common stock with a par value of HuntMountain. (b) HuntMountain shall convert or exchange each share of Metaline common stock for one share of the common stock of the Surviving Corporation; PROVIDED, however, that no fractional shares of HuntMountain stock shall be issued, and in lieu of the issuance of fractional shares, the Surviving Corporation shall make a payment in cash equal to the value of such fraction, based upon the market value of such common stock on the effective date of the merger. (c) Any shares of stock of Metaline in the treasury of Metaline on the effective date of the merger shall be surrendered to the Surviving Corporation for cancellation, and no shares of the Surviving Corporation shall be issued in respect thereof. (d) On the effective date of the merger, holders of certificates of common stock in Metaline shall surrender them to the Surviving Corporation, or its appointed agent, in such manner as the Surviving Corporation legally shall require. Upon receipt of such certificates, the Surviving Corporation shall issue in exchange therefor a certificate of shares of common stock in the Surviving Corporation representing the number of shares of stock to which such holder shall be entitled as set forth above. (e) In addition, such shareholders shall be entitled to receive any dividends on such shares of common stock of the Surviving Corporation that may have been declared and paid between the effective date of the merger and the issuance to such shareholder of the certificate of such common stock.

Appears in 3 contracts

Sources: Plan of Merger (Metaline Mining & Leasing Co), Plan of Merger (Metaline Mining & Leasing Co), Plan of Merger (Metaline Mining & Leasing Co)

Manner and Basis of Converting Shares. As of the effective date of the merger: (a) Each share ten shares of Metaline Gold Bond common stock stock, with no par value, issued and outstanding shall become one share of common stock with a par value of HuntMountain$0.001 per share of the Surviving Corporation. (b) HuntMountain The Surviving Corporation shall convert or exchange each share ten shares of Metaline Gold Bond common stock for one share of the common stock of the Surviving Corporation; PROVIDED, however, that no fractional shares of HuntMountain the Surviving Corporation stock shall be issued, and in lieu of the issuance of fractional shares, the Surviving Corporation shall make a payment in cash equal round up any fractional shares to the value of such fraction, based upon the market value of such common stock on the effective date of the mergernearest whole share. (c) Any shares of stock of Metaline Gold Bond in the treasury of Metaline Gold Bond on the effective date of the merger shall be surrendered to the Surviving Corporation for cancellation, and no shares of the Surviving Corporation shall be issued in respect thereof. (d) On the effective date of the merger, holders of certificates of common stock in Metaline Gold Bond shall surrender them to the Surviving Corporation, or its appointed agent, in such manner as the Surviving Corporation legally shall require. Upon receipt of such certificates, the Surviving Corporation shall issue in exchange therefor a certificate of shares of common stock in the Surviving Corporation representing the number of shares of stock to which such holder shall be entitled as set forth above. (e) In addition, such shareholders shall be entitled to receive any dividends on such shares of common stock of the Surviving Corporation that may have been declared and paid between the effective date of the merger and the issuance to such shareholder of the certificate of such common stock.

Appears in 2 contracts

Sources: Plan of Merger (Gold Bond Resources Inc), Plan of Merger (Enertek Chemical Corp)

Manner and Basis of Converting Shares. As of the effective date of the merger: (a) Each share of Metaline Aberdeen Idaho common stock issued and outstanding shall become one share of common stock with a par value of HuntMountainAberdeen Nevada, the Surviving Corporation. (b) HuntMountain The Surviving Corporation shall convert or exchange each share of Metaline Aberdeen Idaho common stock for one share of the common stock of the Surviving Corporation; PROVIDED, however, that no fractional shares of HuntMountain stock shall be issued, and in lieu of the issuance of fractional shares, the Surviving Corporation shall make a payment in cash equal to the value of such fraction, based upon the market value of such common stock on the effective date of the merger. (c) Any shares of stock of Metaline Aberdeen Idaho in the treasury of Metaline Aberdeen Idaho on the effective date of the merger shall be surrendered to the Surviving Corporation for cancellation, and no shares of the Surviving Corporation shall be issued in respect thereof. (d) On the effective date of the merger, holders of certificates of common stock in Metaline Aberdeen Idaho may, but shall not be required to, surrender them to the Surviving Corporation, or its appointed agent, in such manner as the Surviving Corporation legally shall require. Upon receipt of such certificates, the Surviving Corporation shall issue in exchange therefor therefor, at the shareholder’s expense, a certificate of shares of common stock in the Surviving Corporation representing the number of shares of stock to which such holder shall be entitled as set forth above. (e) In addition, such shareholders shall be entitled to receive any dividends on such shares of common stock of the Surviving Corporation that may have been declared and paid between the effective date of the merger and the issuance to such shareholder of the certificate of such common stock.

Appears in 1 contract

Sources: Plan of Merger (Aberdeen Idaho Mining Co)

Manner and Basis of Converting Shares. As of the effective date of the merger: (a) Each share fifty shares of Metaline Quad Washington common stock stock, with no par value, issued and outstanding shall become one share of common stock with a par value of HuntMountain$0.001 per share of the Surviving Corporation. (b) HuntMountain The Surviving Corporation shall convert or exchange each share fifty shares of Metaline Quad Washington common stock for one share of the common stock of the Surviving Corporation; PROVIDED, however, that no fractional shares of HuntMountain the Surviving Corporation stock shall be issued, and in lieu of the issuance of fractional shares, the Surviving Corporation shall make a payment in cash equal round up any fractional shares to the value of such fraction, based upon the market value of such common stock on the effective date of the mergernearest whole share. (c) Any shares of stock of Metaline Quad Washington in the treasury of Metaline Quad Washington on the effective date of the merger shall be surrendered to the Surviving Corporation for cancellation, and no shares of the Surviving Corporation shall be issued in respect thereof. (d) On the effective date of the merger, holders of certificates of common stock in Metaline Quad Washington shall surrender them to the Surviving Corporation, or its appointed agent, in such manner as the Surviving Corporation legally shall require. Upon receipt of such certificates, the Surviving Corporation shall issue in exchange therefor a certificate of shares of common stock in the Surviving Corporation representing the number of shares of stock to which such holder shall be entitled as set forth above. (e) In addition, such shareholders shall be entitled to receive any dividends on such shares of common stock of the Surviving Corporation that may have been declared and paid between the effective date of the merger and the issuance to such shareholder of the certificate of such common stock.

Appears in 1 contract

Sources: Merger Agreement (Quad Metals Corp/Wa)

Manner and Basis of Converting Shares. As of the effective date of the merger: (a) Each share of Metaline common stock issued and outstanding shall become one share of common stock with a par value of HuntMountain. (b) HuntMountain The Surviving Corporation shall convert or exchange each share of Metaline PVEI common stock for one share of the common stock of the Surviving Corporation; PROVIDED, however, that no fractional shares of HuntMountain o the Surviving Corporation stock shall be issued, and in lieu of the issuance of fractional shares, the Surviving Corporation shall make a payment in cash equal to the value of such fraction, based upon the market value of such common stock on the effective date of the merger. (cb) Any shares of stock of Metaline PVEI in the treasury of Metaline either corporation on the effective date of the merger shall be surrendered to the Surviving Corporation for cancellation, and no shares of the Surviving Corporation shall be issued in respect thereof. (dc) On the effective date of the merger, holders of certificates of common stock in Metaline PVEI shall surrender them to the Surviving Corporation, or its appointed agent, in such manner as the Surviving Corporation legally shall require. Upon receipt of such certificatescertificate, the Surviving Corporation shall issue in exchange therefor a certificate of shares of common stock in the Surviving Corporation representing the number of shares of stock to which such holder shall be entitled as set forth above. (ed) In addition, such shareholders shall be entitled to receive any dividends on such shares of common stock of the Surviving Corporation that which may have been declared and paid between the effective date of the merger and the issuance to such shareholder of the certificate of such common stock.

Appears in 1 contract

Sources: Plan of Merger (New Directions Manufacturing Inc)

Manner and Basis of Converting Shares. As of the effective date of the merger: (a) Each share of Metaline Aberdeen Idaho common stock issued and outstanding shall become one share of common stock with a par value of HuntMountainAberdeen Nevada, the Surviving Corporation. (b) HuntMountain The Surviving Corporation shall convert or exchange each share of Metaline Aberdeen Idaho common stock for one share of the common stock of the Surviving Corporation; PROVIDED, however, that no fractional shares of HuntMountain stock shall be issued, and in lieu of the issuance of fractional shares, the Surviving Corporation shall make a payment in cash equal to the value of such fraction, based upon the market value of such common stock on the effective date of the merger. (c) Any shares of stock of Metaline Aberdeen Idaho in the treasury of Metaline Aberdeen Idaho on the effective date of the merger shall be surrendered to the Surviving Corporation for cancellation, and no shares of the Surviving Corporation shall be issued in respect thereof. (d) On the effective date of the merger, holders of certificates of common stock in Metaline Aberdeen Idaho shall surrender them to the Surviving Corporation, or its appointed agent, in such manner as the Surviving Corporation legally shall require. Upon receipt of such certificates, the Surviving Corporation shall issue in exchange therefor a certificate of shares of common stock in the Surviving Corporation representing the number of shares of stock to which such holder shall be entitled as set forth above. (e) In addition, such shareholders shall be entitled to receive any dividends on such shares of common stock of the Surviving Corporation that may have been declared and paid between the effective date of the merger and the issuance to such shareholder of the certificate of such common stock.

Appears in 1 contract

Sources: Merger Agreement (Aberdeen Idaho Mining Co)