Incremental Shares definition

Incremental Shares has the meaning given in Section 3(c)(i).
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Incremental Shares means the number of shares equal to the sum of (a) the Spinco Shares Incremental Increase and (b) the Spinco Shares Additional Amount. For illustrative purposes only, Section 1.1 of the Company Disclosure Schedules sets forth the calculations of Incremental Shares and related terms as if the Company Diluted Shares Outstanding at Closing were the same as they are in such schedule.”
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Incremental Shares means the Voting Securities beneficially owned (as such term is defined in Rule 13d-3 under the Exchange Act) by such Purchaser or any of its Affiliates, in aggregate, in excess of 14.99% of the outstanding Voting Securities.
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Examples of Incremental Shares in a sentence

  • In the event that the Investor Group elects to dispose of the Incremental Shares as provided in this Section 4(b), the Purchaser shall provide written notice to the Company of such disposition and the purchase option granted to the Company pursuant to Section 4(a) shall apply only to those Incremental Shares which have not been so disposed of.

  • At the Closing, subject to the terms and conditions hereof, the Company will instruct the Transfer Agent to deliver to the Investor, via book entry to the applicable balance account registered in the name of the Investor, the Firm Shares (and, if issued at the Closing, the Incremental Shares), against payment of the Purchase Price (less any portion of the Purchase Price paid at the closing of a Follow-On Offering) in U.S. dollars by wire transfer of immediately available funds to the order of the Company.

  • Incremental Shareholders who elect for partial rollover relief will proportionately retain the cost base of their Incremental Shares as the cost base of their replacement Cooper Shares.

  • Share Price Shares Underlying Subordinated Convertible Notes Total Treasury Method Incremental Shares (1) $36.75 — — $38.75 603,152 603,152 $40.75 1,147,099 1,147,099 $42.75 1,640,151 1,640,151 $44.75 2,089,131 2,089,131 (1) Represents the number of incremental shares that must be included in the calculation of fully diluted shares under GAAP.

  • P M _ T K O 2 T C O<Broker PID> 022787_C - V7 Further details regarding the Acceptance FormHow to accept the OfferAs your Incremental Shares are held in a CHESS holding, you may contact your Controlling Participant directly (normally your stockbroker) with instructions to accept the Offer.

  • For the avoidance of doubt, whether or not an IPO Dragged Holder elects to give an Incremental Share Notice or sells any Incremental Shares, such IPO Dragged Holder shall nonetheless be obligated to sell the percentage of such Holder’s Registrable Securities pursuant to the IPO Drag-Along Sale as set forth in Section 3(b) (as reduced, to the extent applicable, by the immediately preceding sentence).

  • The tax credit is available as either: - A tax refund received in cash;- A tax credit against the future production tax, thereby reducing the total production tax in any given year; or- A transferrable certificate, subject to certain conditions being met.

  • Fourth, cyber exploitation by intelligence agencies linked to the manipulation of vulnerabilities in the Post-Snowden era is directly making cyberspace more insecure.Kerr argues that, state practices pose the greatest threat to human security, constantly creating more insecurity and in fact hindering the removal of known insecurities.1 At the same time, a secure, safe, and open cyberspace is not possible without involvement of the state.

  • Your consideration will be provided in, or to, the name(s) which appear(s) on Cooper’s copy of the Incremental share register.If you have already sold all your Incremental Shares shown overleaf, you need not take any further action.

  • Further, partial rollover relief is not available if Incremental Shareholders realise a capital loss on the disposal of their Incremental Shares.


More Definitions of Incremental Shares

Incremental Shares is hereby added as follows:
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Incremental Shares shall have the meaning set forth in Section 2.01(c). “Indemnified Company Entities” shall have the meaning set forth in Section 8.02. “Indemnified Entities” shall have the meaning set forth in Section 8.02. “Indemnified Investor Entities” shall have the meaning set forth in Section 8.01. “Indemnified Party” shall have the meaning set forth in Section 8.04(a). “Indemnifying Party” shall have the meaning set forth in Section 8.04(a). “Investor” shall have the meaning set forth in the Preamble.
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Incremental Shares has the meaning set forth in recital A;
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Incremental Shares shall have the meaning set forth in Section 2.01(c).
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Related to Incremental Shares

  • Series H Preferred Stock means the Corporation's Series H Convertible Preferred Stock, par value $0.004 per share.

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.001 per share.

  • Company Series B Preferred Stock means the Series B Preferred Stock, par value $0.0001 per share, of the Company.

  • Company Series C Preferred Stock means the Series C Preferred Stock, par value $0.0001 per share, of the Company.

  • Existing Preferred Stock means, collectively, the outstanding shares of the Series E 6% Convertible Preferred Stock of the Corporation.

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Company Series A Preferred Stock means the Series A Preferred Stock, par value $0.0001 per share, of the Company.

  • Additional Shares shall have the meaning specified in Section 14.03(a).

  • New Preferred Stock means the Convertible Series A Preferred Stock and the Series B Preferred Stock.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series A-1 Preferred Stock means shares of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share.

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

  • Series C Preferred Units shall have the meaning provided in Section 1.

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Class B Warrants means the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to 5 years, in the form of Exhibit C attached hereto.

  • Series B Preferred Units shall have the meaning provided in Section 1.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Series D Preferred Stock means shares of the Company’s Series D Preferred Stock, par value $0.00001 per share.

  • 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.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series E Preferred Stock means the Series E Preferred Stock, par value $0.001, of the Company.

  • Series A Shares means shares of Series A Convertible Preferred Stock, par value $0.001 per share, of the Company.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • Series A-2 Preferred Stock means shares of the Company’s Series A-2 Preferred Stock, par value $0.001 per share.

  • Series B Preferred Stock means shares of the Company’s Series B Preferred Stock, par value $0.00001 per share.