Per Share Merger Consideration definition

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

Per Share Merger Consideration has the meaning set forth in Section 2(d)(v) below.

Per Share Merger Consideration means an amount in dollars equal to the quotient of (x) the Aggregate Merger Consideration divided by (y) the Fully Diluted Company Shares.

Examples of Per Share Merger Consideration in a sentence

• In the event that the Company changes the number of Shares or securities convertible or exchangeable into or exercisable for Shares issued and outstanding prior to the Effective Time as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer tender or exchange offer, or other similar transaction, the Per Share Merger Consideration shall be equitably adjusted.

• No Person who has perfected a demand for appraisal rights pursuant to Section 262 of the DGCL shall be entitled to receive the Per Share Merger Consideration with respect to the Shares owned by such Person unless and until such Person shall have effectively withdrawn or lost such Person’s right to appraisal under the DGCL.

• Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to holders of Shares or ADSs who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Depositary, as applicable, of their current contact details prior to the Effective Time.

• The Per Share Merger Consideration will be issued in compliance with all applicable securities Laws and other applicable Laws and without contravention of any other person’s rights therein or with respect thereto.

• Parent, Merger Sub and the Company respectively agree that the Per Share Merger Consideration represents the fair value of the Shares for the purposes of Section 238(8) of the CICL.

More Definitions of Per Share Merger Consideration

Per Share Merger Consideration means the product obtained by multiplying (i) the Exchange Ratio by (ii) $10.00.

Per Share Merger Consideration means (A) the Per Share Cash Consideration and (B) the Per Share Stock Consideration.

Per Share Merger Consideration means, collectively, the Per Share Cash Consideration together with the Per Share Stock Consideration.

Per Share Merger Consideration shall have the meaning specified in Section 1.5(a).

Per Share Merger Consideration means (a) the Merger Consideration, divided by (b) the number of shares of Company Stock outstanding immediately prior to the Effective Time.

Per Share Merger Consideration means (i) the sum of (a) the Base Consideration, plus (b) the Aggregate Exercise Amount, less (c) the Transaction Expenses, less (d) any amounts paid by the Company to redeem the principal amount of any Exchangeable Notes prior to Closing, divided by (ii) the Aggregate Shares.

Per Share Merger Consideration means Aggregate Merger Consideration divided by the number of outstanding shares of Common Stock of the Company at Closing.