Common Consideration Per Share definition

Common Consideration Per Share means the quotient of (x) the Common Consideration Calculation Amount divided by (y) the Common Share Divisor.
Common Consideration Per Share means with respect to each share of Company Capital Stock outstanding immediately prior to the Effective Time, the Common Aggregate Consideration, divided by the Total Outstanding Shares.
Common Consideration Per Share means (1) the quotient obtained by dividing (a) the Common Consideration, plus the Aggregate Option Exercise Amount, plus the Aggregate Warrant Exercise Amount, by (b) the Company Common Stock Deemed Outstanding, plus (2) the right to receive such Stockholder’s Pro Rata Portion of the remaining balance of the Indemnification Escrow Fund, if any, pursuant to Section 1.6(h)(i) hereof and such Stockholder’s Pro Rata Portion of the remaining balance of the Stockholders Representative Escrow Fund, if any, pursuant to Section 1.6(h)(ii) hereof.

Examples of Common Consideration Per Share in a sentence

  • Upon such time as any portion of the Earnout Consideration is earned in accordance with Article VIII hereof, such earned amount shall become payable in accordance with Article VIII hereof, and the portion of the recalculated Series A Consideration Per Share, Series B Consideration Per Share, and Common Consideration Per Share not theretofore paid shall be paid in accordance with Section 1.6(b) hereof.


More Definitions of Common Consideration Per Share

Common Consideration Per Share means the quotient (rounded to the nearest one-millionth of a cent, with $0.000000005 rounding up) obtained by dividing the Common Consideration by the number of outstanding shares of Company Common Stock and the maximum number of shares of Company Common Stock issuable under all Company Options and Company Warrants and any other rights to obtain shares of Company Common Stock, including the Company Common Stock issued in exchange for the Exchangeable Shares (in each case, whether or not vested) pursuant to Section 5.18, that are outstanding as of immediately prior to the Effective Time and excluding any Company Common Stock issuable in respect of any Exchangeable Shares acquired pursuant to the Tender Offer.
Common Consideration Per Share means, with respect to each share of Company Common Stock, (a) the Merger Consideration, less the sum of the Series A-1 Preferred Consideration and Series B Preferred Consideration, divided by (b) the Total Outstanding Common Shares.

Related to Common Consideration Per Share

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

  • 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.

  • Per Share Amount has the meaning set forth in Section 2.2.1 hereof.

  • Parent Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of Parent.

  • Applicable Stock Price means, in respect of a Conversion Date, the average of the Closing Sale Prices per share of Common Stock over the five-Trading Day period starting the third Trading Day following such Conversion Date.

  • 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.

  • Class B Ordinary Share means an Ordinary Share of a par value of US$0.0001 in the capital of the Company, designated as a Class B Ordinary Share and having the rights provided for in these Articles;

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

  • Class A Ordinary Share means an Ordinary Share of a par value of US$0.0001 in the capital of the Company, designated as a Class A Ordinary Shares and having the rights provided for in these Articles;

  • Class A Share means a Class A ordinary share of a par value of US$0.0001 in the share capital of the Company.

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

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

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

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

  • Common Stock Price means the volume weighted average closing price of the Common Stock as reported by the NYSE American for the 10 trading days immediately preceding the date on which the determination is made.

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;

  • Class C Ordinary Share shall have the meaning ascribed to it in Section 2.4(a).

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

  • 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)(ii) below) and the holders of not less than 50% 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 Consideration has the meaning given to it in Section 2.2;

  • Company Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of the Company.

  • 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.

  • NAV per Share means the value of a Share determined under Section 4.1.

  • Common Share means one share of the common stock of the Company.

  • Class A Common Shares means shares of the Class A Common Stock, par value $.01 per share, of the Company.

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