Aggregate Offer Consideration definition

Aggregate Offer Consideration means the product of the Offer Price multiplied by the number of Shares that Sub becomes obligated to purchase pursuant to the Offer.

Examples of Aggregate Offer Consideration in a sentence

  • Gentlemen and Madame: Reference is made to our opinion letter dated May 17, 2001 with respect to the fairness from a financial point of view to the holders of the outstanding shares of Common Stock, par value Ps 3.00 per share, of Grupo Financerio Banamex Accival, S.A. de C.V. (the "Company") of the Aggregate Offer Consideration (as defined in such opinion letter) to be offered to all such holders pursuant to the Transaction Agreement, dated as of May 17, 2001, among Citigroup Inc.

  • SHL has further agreed under the Netting Agreement to waive all rights that it may have under the Code or pursuant to the Acquisition or the Scheme to receive the portion of the Aggregate Offer Consideration amounting to the Aggregate Net Receivable Amount entirely in cash as set out in paragraph 7.3.2(b) of this Joint Announcement.

  • This represents the aggregate of the Aggregate Acquisition Consideration and the Aggregate Offer Consideration.

  • The credit arising from the capital reduction shall be utilised to return the relevant portion of the Aggregate Offer Consideration to be received by Jotech to the shareholders of Jotech as at the relevant time and date to be set by the Board in accordance with the Listing Requirements.

  • A Regional Programme on Drug Abuse Abatement and Control (REPDAAC) with six components - Epidemiology, Preventive Education, Public Awareness, Law Enforcement Treatment and Rehabilitation and Coordination of a Secretariat was approved, since 1996, by CARICOM Heads of Government.

  • In conjunction with the Proposed Disposal, Jotech shall implement a scheme of arrangement under Section 176 of the Act (“Proposed Warrant Scheme”) to pay the Warrant Holders their entitlements to the Aggregate Offer Consideration in consideration for the cancellation of the exercise rights pursuant to the Jotech Warrants and thereafter proceed to cancel all the Jotech Warrants so that all the outstanding Jotech Warrants are effectively and validly cancelled.

  • Further, as the distribution to entitled shareholders of Jotech of their entitlement to the Aggregate Offer Consideration pursuant to the Proposed Distribution is conditional upon the completion of the Proposed Disposal, any delay in the completion of the Proposed Disposal would have a consequential impact on the timeliness of distribution of the entitlement of shareholders to the Aggregate Offer Consideration.

  • Notwithstanding the foregoing, if the Proposed Distribution, Proposed IASC, Proposed M&A Amendments and Proposed Bonus Issue are implemented, all Jotech Shares will be cancelled with the objective of returning to the shareholders of Jotech their entitlements of the Aggregate Offer Consideration, and twenty (20) new Jotech Shares are proposed to be issued to TFSB following the completion of the Proposed Disposal, Proposed Distribution, Proposed IASC, Proposed M&A Amendments and Proposed Bonus Issue.

  • The Aggregate Offer Consideration by TFSB was determined based on the Offer price of RM0.18 for every Jotech Share and RM0.09 for every Jotech Warrant as at the date of the Offer Letter.

  • The listing of and quotation for the TFSB Shares to be issued in satisfaction of the Aggregate Offer Consideration will require approval from Bursa Securities.

Related to Aggregate Offer Consideration

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

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

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

  • 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.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

  • Aggregate Consideration has the meaning set forth in Section 11.6(C).

  • Aggregate Purchase Price has the meaning set forth in Section 1.1.

  • VWAP Purchase Share Percentage means, with respect to any particular VWAP Purchase Notice pursuant to Section 1(c) hereof, the percentage set forth in the VWAP Purchase Notice which the Buyer will be required to buy as a specified percentage of the aggregate shares traded on the Principal Market during normal trading hours up to the VWAP Purchase Share Volume Maximum on the VWAP Purchase Date subject to Section 1(c) hereof but in no event shall this percentage exceed thirty percent (30%) of such VWAP Purchase Date’s share trading volume of the Common Stock on the Principal Market during normal trading hours.

  • VWAP Purchase Amount means, with respect to any particular VWAP Purchase Notice, the portion of the Available Amount to be purchased by the Buyer pursuant to Section 1(c) hereof pursuant to a valid VWAP Purchase Notice which requires the Buyer to buy the VWAP Purchase Share Percentage of the aggregate shares traded on the Principal Market during normal trading hours on the VWAP Purchase Date up to the VWAP Purchase Share Volume Maximum, subject to the VWAP Minimum Price Threshold.

  • Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

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

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Per Unit Purchase Price equals $2.125, 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.

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Initial Consideration shall have the meaning set forth in Section 5.01.

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Net Proceeds Offer Payment Date has the meaning set forth in Section 4.16.

  • Base Consideration has the meaning set forth in Section 1.2.

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing. If settlement of the Performance Share Units may not be made within the period specified in this Section 2(b) due to the limitation in Section 14(t)(iii)(A) of the Plan, such settlement shall be made in accordance with Section 5 of the Agreement.

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.