Open Offer Consideration definition

Open Offer Consideration means the consideration required to be paid by the Purchaser to the public shareholders of the Company under the SEBI Takeover Regulations, in connection with the purchase of the Open Offer Shares (assuming full acceptance);
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Open Offer Consideration means the aggregate consideration payable by the Acquirer for the purposes of completing the Open Offer and acquiring at least 26% (Twenty Six Per Cent) of the paid up share capital of the Company from the public shareholders of the Company, in accordance with the SEBI Takeover Regulations;
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Examples of Open Offer Consideration in a sentence

  • The total funding requirement for the Offer, assuming full acceptance, i.e. for the acquisition of 32,613,192 Offer Shares, at the Offer Price of INR 130/- per Equity Share (being the Maximum Open Offer Consideration), is INR 4,239,714,960.

  • In terms of Regulation 22(2) and the proviso to Regulation 22(2A) of the SEBI (SAST) Regulations, the Acquirer has deposited in the Escrow Account, cash of an amount equal to the entire Maximum Open Offer Consideration and has completed the subscription of the Investor Subscription Securities pursuant to the Investment Agreement.

  • The cash deposit is equal to the Maximum Open Offer Consideration in accordance with the Regulation 22(2) of the SEBI (SAST) Regulations.

  • This cash deposit represents more than 100.00% (one hundred percent) of the Maximum Open Offer Consideration.

  • The total funding requirement for this Offer (i.e. the Maximum Open Offer Consideration) is INR 10,571,512,320.45 ( Indian Rupees Ten Billion Five Hundred Seventy One Million Five Hundred Twelve Thousand and Three Hundred Twenty and Forty Five Paise) assuming full acceptance of this Offer.

  • The total consideration for this Offer is INR 6,291,650,957 (Indian Rupees six billion two hundred ninety-one million six hundred fifty thousand nine hundred fifty-seven only) assuming full acceptance of this Offer, i.e., the Maximum Open Offer Consideration.

  • The amount deposited in the Escrow Account in cash is in excess of a sum total of (i) 25% of ₹ 5,00,00,00,000 out of the Maximum Open Offer Consideration; and (ii) 10% of the balance of the Maximum Open Offer Consideration, as required under Regulation 17(1) of the SEBI (SAST) Regulations.

  • The Firm Financing is higher than the Maximum Open Offer Consideration.

  • Assuming full acceptance of the Open Offer, the Maximum Open Offer Consideration, in accordance with the SEBI (SAST) Regulations will be INR 6,291,650,957 (Indian Rupees six billion two hundred ninety-one million six hundred fifty thousand nine hundred fifty-seven only only).

  • In case of interest payments, if any, the final decision to deduct tax or not on the interest payments for delay in payment of Open Offer Consideration or a part thereof, rests solely with the Acquirers depending on the settlement mechanism for such interest payments.

Related to Open Offer Consideration

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

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

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

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

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

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

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

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

  • Cash Merger Consideration has the meaning set forth in Section 2.5.

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

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

  • Base Merger Consideration means an amount equal to $1,855,000,000.

  • Offer Price has the meaning set forth in the Recitals.

  • REIT Shares Amount means a number of REIT Shares equal to the product of the number of Partnership Units offered for exchange by a Tendering Party, multiplied by the Conversion Factor as adjusted to and including the Specified Redemption Date; provided that in the event the General Partner issues to all holders of REIT Shares rights, options, warrants or convertible or exchangeable securities entitling the stockholders to subscribe for or purchase REIT Shares, or any other securities or property (collectively, the “rights”), and the rights have not expired at the Specified Redemption Date, then the REIT Shares Amount shall also include the rights issuable to a holder of the REIT Shares Amount of REIT Shares on the record date fixed for purposes of determining the holder of REIT Shares entitled to rights.

  • Interest Share Amount shall have the meaning set forth in Section 2(a).

  • Market/Offer Price means the highest of (i) the price per share of Common Stock at which a tender or exchange offer therefor has been made, (ii) the price per share of Common Stock to be paid by any third party pursuant to an agreement with Issuer, (iii) the highest closing price for shares of Common Stock within the six-month period immediately preceding the date the Holder gives notice of the required repurchase of this Option or the Owner gives notice of the required repurchase of Option Shares, as the case may be, or (iv) in the event of a sale of all or any substantial part of Issuer's assets or deposits, the sum of the net price paid in such sale for such assets or deposits and the current market value of the remaining net assets of Issuer as determined by a nationally recognized investment banking firm selected by the Holder or the Owner, as the case may be, and reasonably acceptable to Issuer, divided by the number of shares of Common Stock of Issuer outstanding at the time of such sale. In determining the market/offer price, the value of consideration other than cash shall be determined by a nationally recognized investment banking firm selected by the Holder or Owner, as the case may be, and reasonably acceptable to Issuer.

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

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • 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.

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

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.

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

  • Per Share Amount is defined in Section 1.1

  • Prepayment Consideration shall have the meaning set forth in Section 2.3.1.

  • Excluded Shares means the (a) Common Shares owned by Parent, Merger Sub or any other Wholly Owned Subsidiary of Parent, the Company or any Wholly Owned Subsidiary of the Company, and in each case not held on behalf of third parties, and (b) Dissenting Shares.