Aggregate Stock Consideration definition

Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.

Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

Aggregate Stock Consideration means the product of (i) the aggregate number of shares of Parent Common Stock to be delivered to the Company Stockholders pursuant to this Agreement, multiplied by (ii) the Applicable Stock Value.

Examples of Aggregate Stock Consideration in a sentence

• Prior to or at the Effective Time, NewCo shall issue such number of shares of NewCo Common Stock equal to the Aggregate Stock Consideration and deliver such shares to the Exchange Agent.

• We refer to this cash amount as the “Cash Consideration.” Because the Aggregate Stock Consideration is fixed at 55% and the Aggregate Cash Consideration is fixed at 45% of the total number of shares of Rock Branch common stock outstanding as of March 25, 2016, even if a Rock Branch shareholder makes a cash election, that holder may nevertheless receive a mix of stock and cash.

• All of the shares of Parent Common Stock to be issued as part of the Aggregate Stock Consideration shall, when issued and delivered in accordance with this Agreement, be duly authorized, validly issued, fully paid and non-assessable, and none of such shares of Parent Common Stock shall be subject to any preemptive rights.

• If at the Effective Time, the Parent Closing Stock Price is below $4.75 per share, an aggregate cash payment (the “Aggregate Cash Consideration”), in addition to the Aggregate Stock Consideration, will be made to the holders of Company Capital Stock equal to: (x) $4.75 minus the greater of (i) the Parent Closing Stock Price or (ii) $4.00, multiplied by (y) the Aggregate Stock Consideration.

• At the Effective Time, by virtue of the Acquisition Merger and without any action on the part of any party, all equity securities of B2B and of Fintech issued and outstanding immediately prior to the Effective Time shall be canceled and automatically converted into TAG’s right to direct receipt of, without interest, the Aggregate Stock Consideration.

More Definitions of Aggregate Stock Consideration

Aggregate Stock Consideration is defined in Section 2.05C.

Aggregate Stock Consideration means an amount of shares of Parent Common Stock equal to Seventy Million, Nine Hundred Twelve Thousand, Two Hundred Forty-Six (70,912,246) to be issued to the Company Shareholders as consideration in the Merger.

Aggregate Stock Consideration means a number of shares of Parent Common Stock equal to the aggregate Closing Stock Per Share Amount payable with respect to all shares of Company Common Stock outstanding immediately prior to the Effective Time.

Aggregate Stock Consideration has the meaning set forth in Section 2.2(a).

Aggregate Stock Consideration means a number of shares of New Beginnings Common Stock equal to the quotient of (a) $682,500,000 divided by (b) $10.00.

Aggregate Stock Consideration means 24,309,066 shares of Cascade Common Stock, subject to appropriate adjustment (without duplication based on the same adjustment being provided elsewhere in this Agreement) (i) for any stock split, reverse stock split, recapitalization, reclassification or similar transaction with respect to the then outstanding shares of Cascade Common Stock declared or effected after the date hereof and prior to the Closing Date (as defined in Section 9.1), (ii) as provided in Section 8.1(j) if the Cascade Average Closing Price is $4.25 or less, and (iii) as provided in Section 1.10, if applicable.

Aggregate Stock Consideration means an estimated approximately 123,808,665 shares of Class A Stock (deemed to have a value of $10.00 per share), with the final number of such shares of common stock to equal (a) the IonQ Equity Value, divided by (b) $10.00.