Cash Election Shares. If the aggregate number of Company Common Shares covered by Cash Elections (the "CASH ELECTION SHARES") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount and (B) a fraction (the "CASH FRACTION"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune Common Shares equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Tribune Co), Agreement and Plan of Merger (Stinehart William Jr), Agreement and Plan of Merger (Stinehart William Jr)
Cash Election Shares. If the aggregate number of shares of Company Common Shares Stock covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount Consideration and (B) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune shares of Parent Common Shares Stock equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Energy East Corp), Agreement and Plan of Merger (CTG Resources Inc)
Cash Election Shares. If the aggregate number of shares of Company Common Shares Stock covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (Aa) the Per Share Cash Amount Consideration and (Bb) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune shares of Parent Common Shares Stock equal to the product of (Aa) the Common Exchange Ratio and (Bb) a fraction equal to one minus the Cash Fraction.. (f)
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Northeast Utilities System), Agreement and Plan of Merger (Northeast Utilities System)
Cash Election Shares. If the aggregate number of shares of Company Common Shares Stock covered by Cash Elections (the "CASH ELECTION SHARES") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount Consideration and (B) a fraction (the "CASH FRACTION"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune shares of Parent Common Shares Stock equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Energy East Corp), Agreement and Plan of Merger (RGS Energy Group Inc)
Cash Election Shares. If the aggregate number of shares of -------------------- Company Common Shares Stock covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (Aa) the Per Share Cash Amount Consideration and (Bb) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune shares of Parent Common Shares Stock equal to the product of (Aa) the Common Exchange Ratio and (Bb) a fraction equal to one minus the Cash Fraction.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Yankee Energy System Inc)
Cash Election Shares. If the aggregate number of Company Common Shares covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount and (B) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune Common Shares equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Times Mirror Co /New/)
