Closing Per Option Consideration definition

Closing Per Option Consideration means, with respect to each Company Option, the Per Option Consideration minus such Company Option’s Pro Rata Share of the Escrow Amount.
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Closing Per Option Consideration of a Company Option means (i) if such Company Option is not an In-the-Money Company Option, then $0.00 or (ii) if such Company Option is an In-the-Money Company Option, then an amount equal to (A) the Closing Per Share Consideration of Company Common Stock multiplied by the aggregate number of shares of Company Common Stock with respect to which such Company Option was exercisable immediately prior to the Effective Time minus (B) such Company Option’s exercise price per share of Company Common Stock multiplied by the aggregate number of shares of Company Common Stock with respect to which such Company Option was exercisable immediately prior to the Effective Time.
Sample 1
Closing Per Option Consideration means, with respect to each share of Common Stock issuable upon the exercise of a vested Participating Option, outstanding and unexercised immediately prior to the Effective Time, (a) the Closing Per Share Merger Consideration, minus (b) the exercise price applicable to such share of Common Stock.
Sample 1

Examples of Closing Per Option Consideration in a sentence

  • Sustainable land management in production systems (agriculture, rangelands, and forest landscapes)120 million hectares under sustainable land managementSuco NRM plans: 31,949 haLand rehabilitation: 500 ha3.

  • At the Effective Time, by virtue of the Merger and without any action on the part of any Person, each unexpired and unexercised Company Option (whether or not then exercisable or vested) that is outstanding immediately prior to the Effective Time shall be converted into the right to receive its Closing Per Option Consideration in cash, without interest.

  • To the Company, for the benefit of and distribution to the holders of vested Participating Options that are outstanding and unexercised immediately prior to the Effective Time, an amount equal to (A) the number of shares of Common Stock issuable upon the exercise of such Participating Options, multiplied by (B) the Closing Per Option Consideration (calculated separately with respect to each different exercise price applicable to such Options).

  • I see individual human beings taking a walk, I even see that one’s in a hurry, the other worried, etc.

  • Each such Company Option shall cease to represent any rights except the right to receive the Closing Per Option Consideration.


More Definitions of Closing Per Option Consideration

Closing Per Option Consideration for any Vested In-the-Money Option, means the difference of (a) the product of (1) the number of Class B Units subject to the vested portion of the applicable Vested In-the-Money Option multiplied by (2) the Per Unit Consideration minus (b) the product of (1) the per-Class B Unit exercise price for such Vested In-the-Money Option multiplied by (2) the number of Class B Units then subject to such Vested In-the-Money Option minus (c) the product of (1) the Escrow Funding Percentage of such Vested In-the-Money Option multiplied by (2) the sum of the Escrow Amount and the Representative Amount.
Sample 1
Closing Per Option Consideration means in respect of each share of Company Common Stock subject to a Vested Company Option (after giving effect to Section 1.6), an amount in cash equal to the product obtained by multiplying (i) the applicable Per Option Consideration in respect of such Vested Company Option by (ii) the Closing Percentage.
Sample 1

Related to Closing Per Option Consideration

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • 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.

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

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

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

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

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

  • Earnout Consideration shall have the meaning specified in Section 2.03(b).

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

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

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

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

  • Earn-Out Consideration is defined in Section 2.5(c).

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

  • Non-Cash Consideration means consideration in a form other than cash.

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

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

  • Cash Merger Consideration has the meaning set forth in Section 2.5.

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

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

  • Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).

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

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

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • 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.