Per Company Option Merger Consideration definition

Per Company Option Merger Consideration means, with respect to each share of Company Common Stock subject to a Company Option, an amount in cash equal to the sum of (i) the Per Company Option Closing Payment, plus (ii) each Per Share Milestone Payment, plus (iii) the Per Share Holdback Distribution Amount, plus (iv) each Per Share Escrow Release Amount.
Per Company Option Merger Consideration means on a per share basis in respect of a Company Option, an amount equal to the Per Share Common Merger Consideration minus the exercise price in respect of such Company Option.
Per Company Option Merger Consideration means on a per share basis in respect of a Company Option, an amount equal to the Per Share Merger Consideration minus the exercise price in respect of such Company Option.

Examples of Per Company Option Merger Consideration in a sentence

  • Outstanding success (a) at obtaining external funding; (b) extensive contributions to research, publications, and presentations; and (c) sustained increasingly significant contributions to the unit’s research agenda.

  • Any payment of the Per Company Option Merger Consideration with respect to Company Options that is paid after the later of (x) the fifth (5 ) anniversary of the Effective Time and (y) the latest time that payment of such amounts would not result in a tax on the Holder thereof under Section 409A of the Code will be reallocated to holders of Company Shares in accordance with their Pro Rata Share of such amounts (calculated excluding such Company Options).

Related to Per Company Option Merger Consideration

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

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

  • 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.

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

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

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

  • 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).

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).

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

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

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

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

  • Company Options means options to purchase shares of Company Common Stock.

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

  • 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.

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

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

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

  • Company Option Plans means the following stock option plans of the Company: (a) the Amended and Restated 1989 Stock Plan, (b) the Amended and Restated 1996 Stock Incentive Plan and (c) the 2002 Nonqualified Stock Incentive Plan.

  • Company Option means an option to purchase shares of Company Common Stock granted under the Company Incentive Plan.

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

  • Company Option Plan means, collectively, each stock option plan, program or arrangement of the Company.

  • Company Warrants means warrants to purchase shares of Company Common Stock.

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