Per Share Adjustment Consideration definition

Per Share Adjustment Consideration means the amount equal to (A) (I) the Adjusted Per Share Consideration, multiplied by (II) 0.6, less (B) the Per Share Adjustment Escrow Amount.
Per Share Adjustment Consideration means the amount equal to (A) (I) the Adjusted Per Share Consideration, multiplied by (II) 0.6, less (B) the Per Share Adjustment Escrow Amount - Common Stock.
Per Share Adjustment Consideration means an amount in cash, without interest, equal to the quotient obtained by dividing (i) the Final Net Working Capital Surplus (if any), by (ii) the Cash Share Number.

Examples of Per Share Adjustment Consideration in a sentence

  • Such updated Allocation Schedule shall also include a calculation of the Per Share Adjustment Consideration and the Per Share Escrow Release Amount, as applicable.


More Definitions of Per Share Adjustment Consideration

Per Share Adjustment Consideration means an amount in cash equal to the quotient of (i) the Underpayment Amount, if any, less any applicable fees, costs or expenses (including the fees of Xxxxxxx Xxxxx & Associates, Inc. and the Payments Administrator), and (ii) the Fully Diluted Common Number.
Per Share Adjustment Consideration means a number of shares of Acquiror Ordinary Shares equal to the quotient obtained by dividing (i) the quotient obtained by dividing (a) the Final Net Working Capital Surplus (if any), by (b) the Stock and Warrant Share Number, by (ii) the Acquiror Share Price.
Per Share Adjustment Consideration means an amount in cash equal to the quotient of (i) the Underpayment Amount, if any, less any applicable fees, costs or expenses (including the fees of Raymond James & Associates, Inc. and the Payments Administrator), and (ii) the Fully Diluted Common Number.
Per Share Adjustment Consideration means, in the event of a positive Adjustment Amount, with respect to a share of Company Capital Stock, the portion of the dollar amount of such positive Adjustment Amount payable with respect to such share of Company Capital Stock (other than shares canceled pursuant to Section 1.5(a) and (b)), as set forth in the Adjustment Payment Schedule.
Per Share Adjustment Consideration means, with respect to a positive Adjustment Amount, an amount equal to the aggregate dollar amount of such positive Adjustment Amount multiplied by the quotient of (a) one divided by (b) the Closing Company Share Number.
Per Share Adjustment Consideration means the amount obtained by dividing (i) the Final Adjustment Amount (to the extent of a net increase in the Merger Consideration under Section 2.9(d)) by (ii) the Fully Diluted Shares.

Related to Per Share Adjustment Consideration

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

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

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

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

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

  • Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.

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

  • Share Consideration has the meaning given to it in Section 2.2;

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

  • Per Share Amount has the meaning set forth in Section 2.01(e)(iii).

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

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

  • Adjustment Shares shall have the meaning set forth in Section 11(a)(ii) hereof.

  • Total Consideration shall have the meaning as set forth in Section 2.8.

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

  • Base Consideration is defined in Section 2.2.

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Share Dilution Amount means the increase in the number of diluted shares outstanding (determined in accordance with GAAP applied on a consistent basis, and as measured from the date of the Issuer’s most recent consolidated financial statements prior to the Signing Date) resulting from the grant, vesting or exercise of equity-based compensation to employees and equitably adjusted for any stock split, stock dividend, reverse stock split, reclassification or similar transaction.

  • Earnout Consideration has the meaning set forth in Section 2.6 below.

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

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

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Per Share Value means the average value of the consideration to be received in respect of each outstanding Common Share pursuant to the Qualifying Transaction as determined by mutual agreement of the Independent Directors (as defined in Section 2(b)(i) below) and the holders of a majority in interest of all outstanding warrants to purchase Common Shares containing this provision, or, if they shall fail to agree, by an Investment Bank.