Buyer Merger Shares definition

Buyer Merger Shares means 345,000 shares of Buyer Common Stock, as presently constituted.
Sample 1
Buyer Merger Shares means the product of (x) the quotient obtained by dividing (a) the sum of (1) the Cash Consideration and (2) the aggregate principal amount of the Buyer Senior Notes comprising the Notes Merger Consideration by (b) the conversion price of the Company Convertible Notes in effect immediately prior to the Effective Time and (y) the Company Class A/B Exchange Ratio.
Sample 1

Related to Buyer Merger Shares

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

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

  • Company Shares means the common shares in the capital of the Company;

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

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Company Shareholder Approval means the authorization and approval of this Agreement, the Plan of Merger and the Transactions, including the Merger, at the Company Shareholders’ Meeting by the Required Company Vote.

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • First Merger shall have the meaning given in the Recitals hereto.

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

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

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Company Merger shall have the meaning given in the Recitals.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Merger Closing shall have the meaning set forth in Section 2.2.

  • Parent Stockholder Approval means the affirmative vote of the holders of a majority of the shares of Parent Stock entitled to vote with respect to the approval of the Parent Stock Issuance.

  • Buyer Stock means the common stock, par value $0.0001 per share, of Buyer.

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

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

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

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

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.