Base Merger Consideration definition

Base Merger Consideration means an amount equal to $1,855,000,000.
Base Merger Consideration means $600,000,000.
Base Merger Consideration means $35,000,000.

Examples of Base Merger Consideration in a sentence

  • No stop order suspending the effectiveness of the Registration Statement shall have been issued and no proceeding for that purpose shall have been instituted or threatened by the SEC and the shares of CCC Common Stock to be issued as part of the Base Merger Consideration shall have been approved for listing on Nasdaq.

  • CCC, the Company and each Shareholder hereby agree that the covenants set forth in this Article 11 are a material and substantial part of the transactions contemplated by this Agreement, and that no portion of the Base Merger Consideration or the Contingent Merger Consideration shall be paid for or allocated to the covenants set forth in this Article 11.

  • Thereafter, up to one-third of the shares of CCC Common Stock received by a Shareholder as part of the Base Merger Consideration may be resold at any time after the first anniversary of the Closing, an additional one-third may be resold beginning eighteen months after the Closing by each Shareholder and the remaining one-third may be resold beginning on the second anniversary of the Closing.

  • In addition, it is understood and agreed that CCC shall be solely responsible to pay to FMI Corporation a fee equal to 3% of the Base Merger Consideration plus the Contingent Merger Consideration paid pursuant to this Agreement and Xxxx XxXxxxxx professional fees equal to $250,000, and the parties set forth on SCHEDULE 13.7 hereof shall be solely responsible to pay Xxxx XxXxxxxx an amount previously agreed to by the parties for professional fees.

  • Base Merger Consideration is the number of shares of New VWE Holdco common stock determined by dividing the Base Merger Consideration Amount by $10 and rounding down to eliminate any fractional share.


More Definitions of Base Merger Consideration

Base Merger Consideration means a number of shares of New VWE Holdco common stock determined by dividing the Base Merger Consideration Amount by $10 and rounding down to eliminate any fractional share;
Base Merger Consideration means Five Hundred Forty Five Million Dollars ($545,000,000).
Base Merger Consideration has the meaning set forth in Section 3.1(a).”
Base Merger Consideration means an amount equal to $3,150,000,000.
Base Merger Consideration means the sum of (a) the product of the Cash Merger Consideration multiplied by the Shares (other than Dissenting Shares and Shares described in Section 2.1(a)(ii) hereof) plus (b) the amount of cash to be paid in lieu of fractional shares pursuant to Section 2.3(e) hereof, plus (c) the cash payable in respect of Dissenting Shares, plus (d) the Total Stock Consideration. For purposes of this calculation, the cash payable in respect of each Dissenting Share shall be deemed to be $20.00.
Base Merger Consideration means $239,875,000.
Base Merger Consideration means $1,200,000,000.