Merger Common Shares definition

Merger Common Shares means, collectively, (i) shares of LeukoSite Common Stock issued by LeukoSite pursuant to the Merger and (ii) shares of LeukoSite Common Stock issued by LeukoSite upon conversion of any and all LeukoSite Series A Preferred Stock issued by LeukoSite pursuant to the Merger.
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Merger Common Shares means the shares of Common Stock issued to the Initial Holders pursuant to the Merger Agreement.
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Merger Common Shares has the meaning set forth in Section 2.13(a).
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Examples of Merger Common Shares in a sentence

  • For purposes of this representation, Prime Series A Preferred Shares surrendered by dissenters and Sky Merger Common Shares exchanged for cash in lieu of fractional New Prime Shares will be treated as outstanding Prime Series A Preferred Shares and Sky Merger shares, respectively, on the Closing.

  • During the Suspension Period, none of the Registering Stockholders shall offer or sell any Merger Common Shares pursuant to or in reliance upon such Stockholder Registration Statement (or the prospectus relating thereto).

  • The fair market value of the Sky Merger Common Shares received by each holder of Horizon Common Shares will be equal to the fair market value of the Horizon Common surrendered in the exchange pursuant to the Reincorporation Merger.

  • None of the Sky Merger Common Shares, New Prime Common Shares or New Prime Series B Preferred Shares received by any shareholder-employee of Horizon will be in exchange for, or in consideration of, services rendered to Horizon or any other entity by such shareholder-employee.

  • The fair market value of the New Prime Common Shares and New Prime Series B Preferred Shares will be equal to the fair market value of the Sky Merger Common Shares converted in the Corporate Merger.

  • Sky Merger has no plan or intention to reacquire any of the Sky Merger Common Shares to be issued in the Reincorporation Merger.

  • None of the compensation received by any shareholder-employee of Horizon will be separate consideration for, or allocable to, any of his or her Horizon Common Shares or Sky Merger Common Shares.

  • The total cash consideration that will be paid in the Corporate Merger to holders of Sky Merger Common Shares in lieu of issuing fractional shares of New Prime Common Shares and/or New Prime Series B Preferred Shares will not exceed one percent of the total consideration that will be issued in the Corporate Merger to the holders of Sky Merger Common Shares in exchange therefore.

  • Thereafter LeukoSite shall be entitled to withdraw the Stockholder Registration Statement and the Stockholders shall have no further right to offer or sell any of the Merger Common Shares pursuant to the Stockholders Registration Statement (or any prospectus pursuant thereto).

  • LeukoSite shall use its best efforts to cause the Stockholder Registration Statement to be declared effective by the SEC as soon as practicable following the filing thereof and to remain effective until the second anniversary of the Closing Date or such earlier time as all of the Merger Common Shares covered by the Stockholder Registration Statement have been sold pursuant thereto (the "Effective Period").


More Definitions of Merger Common Shares

Merger Common Shares means shares of Purchaser’s common stock, par value $.001 per share (“Purchaser Common Stock”), issued pursuant to the Plan of Merger as adjustments to the merger consideration payable to the Owners of Seller arising upon exercise of any Purchase Rights (as defined in the Plan of Merger) following the date that the Merger Preferred Shares have been converted into Purchaser Common Stock.
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Merger Common Shares has the meaning set forth in Section 5.05(b)(i)(A).
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Related to Merger Common Shares

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

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

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Acquiror Common Stock means the common stock, par value $0.001 per share, of Acquiror.

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

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

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

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

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

  • Parent Common Shares means the common shares of the Parent;

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

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

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Class B Common Shares means (x) the Company’s Class B Common shares, $0.002 par value per share, the terms of which may be designated by the board of directors of the Company in a certificate of designations and (y) any share capital into which such preferred shares shall have been changed or any share capital resulting from a reclassification of such preferred shares (other than a conversion of such preferred shares into Common Shares in accordance with the terms of such certificate of designations).

  • Company Shares means the common shares in the capital of the Company;

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

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

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

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

  • 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”):

  • Common Stock means the common stock of the Company.

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

  • Parent Ordinary Shares means the ordinary shares, par value $0.25 per share, of Parent.