Per Share Closing Company Stockholder Cash Consideration means the quotient of (a) the Closing Company Stockholder Cash Consideration divided by (b) the Total Outstanding Shares.
Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).
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).
Cash Consideration has the meaning set forth in Section 2.2.
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).
Company Share means one share of common stock of the Company, $0.01 par value per share.
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Closing Cash Consideration has the meaning set forth in Section 2.6(b).
Closing Merger Consideration has the meaning set forth in Section 2.02
Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing. If settlement of the Performance Share Units may not be made within the period specified in this Section 2(b) due to the limitation in Section 14(t)(iii)(A) of the Plan, such settlement shall be made in accordance with Section 5 of the Agreement.
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).
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.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Company Stockholders means the holders of shares of Company Capital Stock.
Company Shareholders means holders of Company Shares.
Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).
Cash Merger Consideration has the meaning set forth in Section 2.9(a).
Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;
Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).
Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.
Earnout Shares has the meaning set forth in Section 3.6(a).
Earn-Out Consideration is defined in Section 2.5(c).