Acquiror Share Value definition

Acquiror Share Value means $10.00.
Acquiror Share Value shall have the meaning specified in Section 3.7 of the Agreement.
Acquiror Share Value means $10.00 with respect to each Acquiror Common Share.

Examples of Acquiror Share Value in a sentence

  • For purposes of this Article IX, Acquiror Shares held in the Escrow Fund and released to Acquiror therefrom in satisfaction of indemnifiable Losses shall be valued at the Closing Acquiror Share Value.

  • For the purpose of compensating Acquiror or the Shareholders for their respective Damages pursuant to this Agreement, the value per share of the Escrow Shares shall be the Acquiror Share Value.

  • The shares of Series E Preferred Stock (other than Cancelled Shares and Dissenting Shares) issued and outstanding immediately prior to the Effective Time shall be converted into the right to receive the Aggregate Series E Liquidation Preference, which will be paid in cash and Acquiror Shares valued at the Closing Acquiror Share Value, without interest, to be allocated to the holders of Series E Preferred Stock in accordance with the Company Charter.

  • Each share of Series D Preferred Stock issued and outstanding immediately prior to the Effective Time (other than Cancelled Shares and Dissenting Shares) shall be converted into the right to receive the Per Series D Share Merger Consideration, which will be paid in cash and Acquiror Shares valued at the Closing Acquiror Share Value, without interest.

  • For the purpose of compensating Acquiror for its respective Damages pursuant to this Agreement, the value per share of the Escrow Shares shall be the Acquiror Share Value.

  • The amount of such adjustment shall be the product of (i) such fraction of a share of Acquiror Stock multiplied by (ii) the average closing price per share of Acquiror Stock as reported on the Nasdaq National Market on the five trading days immediately preceding the date of the Closing ("Acquiror Share Value").


More Definitions of Acquiror Share Value

Acquiror Share Value. Acquiror Share Value" means the average of the closing prices of the shares of Acquiror Common Stock on the NASDAQ National Market for the twenty (20) consecutive trading days ending three (3) business days prior to a breach of representation or warranty giving rise to a claim for Damages by the Acquiror.
Acquiror Share Value means the average of the closing prices of the shares of Acquiror Common Stock on the NASDAQ National Market for the twenty (20) consecutive trading days ending three (3) business days prior to a breach of representation or warranty giving rise to a claim for Damages by the Acquiror.

Related to Acquiror Share Value

  • Per Share Value means the average value of the consideration to be received in respect of each outstanding Common Share pursuant to the Qualifying Transaction as determined by mutual agreement of the Independent Directors (as defined in Section 2(b)(i) below) and the holders of a majority in interest of all outstanding warrants to purchase Common Shares containing this provision, or, if they shall fail to agree, by an Investment Bank.

  • Share Value means $25.00 plus declared and unpaid dividends as at the date of the Trigger Event.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Buyer Stock means the common stock, par value $0.001 per share, of Buyer.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Acquiror Common Stock means the common stock, par value $0.01 per share, of the Acquiror.

  • Share Valuefinal means the Preference Share Value on the Valuation Date; and "Share Valueinitial" means the Preference Share Value on the Initial Valuation Date.

  • Purchaser Stock Price means, with respect to any Common Stock Fundamental Change, the average of the daily Closing Price for one share of the common stock received by holders of the Common Stock in such Common Stock Fundamental Change during the 10 Trading Days immediately prior to the date fixed for the determination of the holders of the Common Stock entitled to receive such common stock or, if there is no such date, prior to the date upon which the holders of the Common Stock shall have the right to receive such common stock.

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Parent Stock Price means the average closing price, rounded to the nearest cent, of Parent Common Stock for the five (5) trading days immediately preceding the fifth (5th) business day prior to the Closing Date.

  • Sold Shares shall have the meaning specified in Section 6.

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Buyer Preferred Stock means the preferred stock, par value $0.001 per share, of Buyer.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Acquired Shares has the meaning set forth in the Recitals.

  • Fully Diluted Shares means an amount equal to the sum of (a) the total number of shares of Common Stock outstanding immediately prior to the Effective Time, plus (b) the total number of shares of Common Stock that all In-the-Money Options outstanding immediately prior to the Effective Time are exercisable into at such time and without any withholding of shares to pay the exercise price or Taxes.

  • Buyer Common Stock means the common stock, $0.01 par value per share, of Buyer.

  • Class A Ordinary Share Value means, as of the close of business on the day preceding the date, the volume weighted average trading price of the Class A Ordinary Shares on all trading platforms or trading systems on which the Class A Ordinary Shares are being traded over the forty-five (45) trading days then ended, provided, that if the total aggregate trading volume over such 45-trading-day period is less than 5% of the public float, such period shall be extended to the ninety (90) trading days then ended, provided, further, if the total aggregate trading volume over such 90-trading-day period is less than 5% of the public float, the holder of the Class B Ordinary Shares shall request that the Board obtain an appraisal of the value of the Class A Ordinary Shares from one or more independent nationally-recognized third party appraisal companies and such appraisal shall constitute the Class A Ordinary Share Value.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Purchased Shares has the meaning set forth in Section 2.01.