Closing Merger Consideration has the meaning set forth in Section 2.02
Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).
Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Total Merger Consideration has the meaning set forth in Section 2.2(a).
Base Merger Consideration means an amount equal to $1,855,000,000.
Cash Merger Consideration has the meaning set forth in Section 2.5.
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.
Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).
Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).
Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.
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.
Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Acquisition Closing Date means the “Closing Date” under and as defined in the Acquisition Agreement.
Subsequent Closing has the meaning set forth in Section 3.2.
Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
Equity Consideration has the meaning set forth in Section 2.3(b)(ii).
Parent Closing Price means the volume weighted average closing trading price of a share of Parent Common Stock on Nasdaq for the five consecutive trading days ending five trading days immediately prior to the date upon which the Merger becomes effective.
Series Closing Date means the date designated as such in the Series Term Sheet.
Merger Consideration has the meaning set forth in Section 3.1(a).
Initial Closing Price means the RI Closing Value of a Reference Item on the Strike Date