First Share Consideration definition

First Share Consideration means the share consideration with an agreed value of US$1.75 per Scheme Share made available to each Scheme Shareholder as at the Election Record Date and payable in the form of Alignvest Common Shares equal to the product of the Exchange Ratio multiplied by the number of Scheme Shares up to the Specified Number of Scheme Shares held by such Scheme Shareholder as at the Election Record Date (provided that each such Scheme Share up to the Specified Number of Scheme Shares continues to be held by such Scheme Shareholder at the Effective Time) in exchange for the transfer of such Scheme Share at the Effective Time to Alignvest pursuant to the Scheme of Arrangement, rounded down for each applicable Scheme Shareholder to the next whole number of Alignvest Common Shares.
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First Share Consideration means the share consideration with an agreed
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First Share Consideration means the share consideration with an agreed value ofUS$1.75 per Scheme Share made available to each Scheme Shareholder as at the Election Record Date and payable in the form of AQY Shares equal to the product of the Exchange Ratio multiplied by the number of Scheme Shares up to the Specified Number held by such Scheme Shareholder as at the Election Record Date (provided that each such Scheme Share up to the Specified Number continues to be held by such Scheme Shareholder at the Effective Time) in exchange for the transfer of such Scheme Share at the Effective Time to AQY pursuant to the Scheme of Arrangement, rounded down for each applicable Scheme Shareholder to the next wholenumber of AQY Shares;
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Examples of First Share Consideration in a sentence

  • The eligibility of Scheme Shareholders located within the UK to elect between Cash Consideration, First Share Consideration, and a combination of both, is conditional upon either (i) the UK Listing Authority’s approval of the AQY Prospectus as an “equivalent document” to a prospectus prepared in accordance with the requirements of the UK’s Prospectus Regulations 2005 (SI 2005/1433), as amended, or (ii) an exemption from applicable public offering requirements to file a prospectus in the UK applying.

  • At closing, GRE will issue to all of the shareholders on a pro rata basis, a total number of seven million five hundred thousand common shares (the Share ) of GRE (7,500,000), the First Share Consideration, agreed to represent a value of One Million Five Hundred Thousand Canadian Dollars ($ Cdn 1,500,000).

  • A Depositary Interest Holder shall be deemed a Scheme Shareholder and Depositary Interests shall be deemed Scheme Shares solely for the purposes of entitling a Depositary Interest Holder to make an election for the Cash Consideration or the First Share Consideration (provided that each such Depositary Interest is held by such Depositary Interest Holder on the Election Record Date and the associated underlying Scheme Shares are held by such Depositary Interest Holder at the Effective Time).

  • It sets out 5 key transport objectives, including improving accessibility to ensure people can reach the services they need, recognising that the ability of people to access places of work, education, health care, shopping, leisure and other opportunities has a real impact on peoples’ quality of life.

  • In the case of the First Share Consideration or the Other Share Consideration, the DRS instrument will be mailed (by ordinary mail) to the address of such Scheme Shareholder listed in the Register of Members immediately prior to the Effective Time.

  • Combination of Cash Consideration and First Share Consideration ( Option 3).

  • Each share of Common Stock held by a Stockholder surrendered in accordance with Section 1.6 will be canceled and extinguished and be converted automatically into the right to receive Raptor Common Stock in the amount of the Per Share First Share Consideration and, subject to achievement of a Trigger Event (as hereinafter defined), the Per Share Contingent Share Consideration, in accordance with Appendix B.

  • Should you fail to make an Election or fail to return a validly completed and executed Consideration Election Form by the Election Deadline, you will be deemed to have elected to receive the First Share Consideration.

  • In the case of the First Share Consideration or the Other Share Consideration, the DRS statement will be mailed (by ordinary mail) to the address of such Scheme Shareholder listed in the Register of Members immediately prior to the Effective Time.

  • With respect to any other Scheme Shares that you hold at the effective time of the Scheme which are not being exchanged for the Cash Consideration or the First Share Consideration, you will receive the Other Share Consideration.In order for an Election to be treated as valid by the Company, the Company must receive the completed and executed Election Form at Schedule A by no later than 5:30 p.m. (Atlantic Standard Time) on 11 June 2019 (the Election Deadline) at one of the three addresses noted above.


More Definitions of First Share Consideration

First Share Consideration means the share consideration with an agreed value of US$1.75 per Scheme Share made available to each Scheme Shareholder as at the Election Record Date and payable in the form of AQY Shares equal to the product of the Exchange Ratio multiplied by the number of Scheme Shares up to the Specified Number held by such Scheme Shareholder as at the Election Record Date (provided that each such Scheme Share up to the Specified Number continues to be held by such Scheme Shareholder at the Effective Time) in exchange for the transfer of such Scheme Share at the Effective Time to AQY pursuant to this Scheme, rounded down for each applicable Scheme Shareholder to the next whole number of AQY Shares;
Sample 1

Related to First Share Consideration

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

  • 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.

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

  • 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).

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

  • Scheme Consideration means, in respect of:

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

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

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

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

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

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

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

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

  • 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.

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

  • Equity Consideration has the meaning set forth in Section 2.3(b)(ii).

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

  • 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.

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

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

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

  • 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.

  • 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.