Common use of Share Conversion Clause in Contracts

Share Conversion. At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares of capital stock of any corporation, each share of capital stock of the Company will be converted into the right to receive the consideration payable pursuant to Section 2(k). Each share of the capital stock of the Company issued and outstanding immediately prior to the Effective Time and owned directly or indirectly by the Company as treasury stock, if any, will be cancelled and retired, and no cash, PentaStar Shares or other consideration shall be delivered or payable in exchange therefor. Each share of the capital stock of the Acquiror issued and outstanding immediately prior to the Effective Time will remain issued and outstanding.