Effective Consideration definition

Effective Consideration means the amount paid or payable to acquire shares of Common Stock (or, in the case of Derivative Securities, the amount paid or payable to acquire the Derivative Security, if any, plus the exercise price for the underlying Common Stock).
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Effective Consideration means the amount paid or payable to acquire shares of Common Stock (or, in the case of Convertible Securities, the amount paid or payable to acquire the Convertible Security, if any, plus the exercise price for the underlying Common Stock).
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Effective Consideration means the total consideration payable by the purchaser for the Client’s business or part of the Client’s Business or any asset of the Client’s Business;
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Examples of Effective Consideration in a sentence

  • If and whenever (otherwise than pursuant to a rights issue available to all Shareholders alike and requiring an adjustment under Conditions 5.2.2(b) or 5.2.3 other than an issue of Shares to Shareholders who elect to receive Shares in lieu of cash or other dividend) the Company shall issue any Shares and the Total Effective Consideration for each Share (as defined below) is less than ninety per cent.

  • For the purpose of this sub-paragraph (vii) “total Effective Consideration” shall be the aggregate consideration credited as being paid for such Shares by the Company on acquisition of the relevant asset without any deduction of any commissions, discounts or expenses paid, allowed or incurred in connection with the issue thereof, and the “total Effective Consideration per Share” shall be the total Effective Consideration divided by the number of Shares issued as aforesaid.

  • If and whenever the Company shall issue Shares for the acquisition of an asset at a total Effective Consideration per Share (as defined below) which is less than 80 per cent.

  • For the purpose of this sub-paragraph (vii) “ total Effective Consideration” shall be the aggregate consideration credited as being paid for such Shares by the Company on acquisition of the relevant asset without any deduction of any commissions, discounts or expenses paid, allowed or incurred in connection with the issue thereof, and the “total Effective Consideration per Share” shall be the total Effective Consideration divided by the number of Shares issued as aforesaid.

  • If and whenever the Company shall issue any securities which by their terms are convertible into or exchangeable for or carry rights of subscription for new Ordinary Shares for the acquisition of asset at a Total Effective Consideration (as defined below) initially receivable for such securities is less than 95 per cent.

  • The VersaBank Board and the VersaBank Independent Committee received the RBC Fairness Opinion, which states that, as of September 12, 2016 and subject to the assumptions, limitations and qualifications set forth in the RBC Fairness Opinion, the Effective Consideration (as defined in the RBC Fairness Opinion) to be paid for the Incremental Net Assets under the Amalgamation is fair, from a financial point of view, to VersaBank.

  • If and whenever the Company shall issue the Ordinary Shares for the acquisition of asset at a Total Effective Consideration (as defined below) per Ordinary Share which is less than 95 per cent.

  • If the Company issues any Equity Securities (other than Ordinary Shares), and the Effective Consideration per Share receivable for such Equity Securities is less than the Conversion Price in force, the Conversion Price will be adjusted to equal that lower Effective Consideration per Share.

  • For the purpose of this sub-paragraph (vi) “Total Effective Consideration” shall be the aggregate consideration credited as being paid for such oOrdinary Shares by the Company on acquisition of the relevant asset without any deduction of any commissions, discounts or expenses paid, allowed or incurred in connection with the issue thereof, and the “Total Effective Consideration per Ordinary Share” shall be the tTotal eEffective Consideration divided by the number of oOrdinary Shares issued as aforesaid.

  • If and whenever the rights of conversion or exchange or subscription attached to any such securities as are mentioned in section (a) of this sub-paragraph (5) are modified so that the total Effective Consideration per Ordinary Share initially receivable for such securities shall be less than 80 per cent.


More Definitions of Effective Consideration

Effective Consideration means the amount paid or payable to acquire shares of New Common Stock (or in the case of Convertible Securities, theamount paid or payable to acquire the Convertible Security, if any, plus the exercise price for the underlying New Common Stock).
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Related to Effective Consideration

  • Aggregate Consideration has the meaning set forth in Section 11.6(C).

  • Base Consideration has the meaning set forth in Section 1.2.

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

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

  • Scheme Consideration means, in respect of:

  • Total Consideration means, with respect to any Acquisition, all cash and non-cash consideration, including the amount of Indebtedness assumed by the buyer and the amount of Indebtedness evidenced by notes issued by the buyer to the seller, the maximum amount payable in connection with any deferred purchase price obligation (including any Earn-Out Obligation) and the value of any Capital Stock of any Loan Party issued to the seller in connection with such Acquisition.

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

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

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

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • 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.

  • 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.

  • Designated Noncash Consideration means the Fair Market Value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Disposition that is so designated as Designated Noncash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation.

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

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

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

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $100,000,000, your Sale Bonus would be $50,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Deferred Consideration shall have the meaning ascribed to such term in Section 4(d).

  • Designated Non-Cash Consideration means the fair market value of non-cash consideration received by the Borrower or any Restricted Subsidiary in connection with an Asset Sale that is designated as Designated Non-Cash Consideration pursuant to a certificate of a Responsible Officer of the Borrower setting forth the basis of such valuation, less the amount of cash or Cash Equivalents received in connection with a subsequent sale of such Designated Non-Cash Consideration.

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

  • Additional Consideration has the meaning set forth in Section 3.2.

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

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

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

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).