Contingent Stock Consideration Shares definition

Contingent Stock Consideration Shares means up to 567,246 shares of Acquirer Common Stock, determined pursuant to Section 2.8, subject to reduction as provided in Section 2.4 and Article 11.

Related to Contingent Stock Consideration Shares

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

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

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

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

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

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • 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.

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

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

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

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

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

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

  • 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.

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

  • Share Consideration has the meaning given to it in Section 2.2;

  • Parent Stock means the common stock, par value $0.01 per share, of Parent.

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

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

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

  • Parent Stock Price means the average of the volume weighted averages of the trading prices of Parent Common Stock on the NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the five (5) consecutive trading days ending on the trading day that is two (2) trading days prior to the Closing Date.

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

  • Buyer Preferred Stock means the preferred stock, par value $0.001 per share, of Buyer.

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.