Post-Closing Parent Common Shares definition

Post-Closing Parent Common Shares means the number of shares of Parent Common Stock equal to (i) the Pre-Closing Parent Common Shares, divided by (ii) an amount equal to one (1) minus the Post-Closing Relative Ownership.

Related to Post-Closing Parent Common Shares

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

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

  • Pre-Closing Taxable Period means with respect to any tax, any applicable taxable period ending on or prior to consummation of the transactions contemplated hereby on the Closing Date or the allocable portion of any applicable taxable period that includes but does not end on the Closing Date.

  • Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

  • Pre-Closing Period means any taxable period ending on or before the Closing Date.

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Parent Closing Price means the volume weighted average closing trading price of a share of Parent Common Stock on Nasdaq for the five consecutive trading days ending five trading days immediately prior to the date upon which the Merger becomes effective.

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

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

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

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • Pre-Closing Tax Return has the meaning set forth in Section 7.1(a).

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

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

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

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

  • Company Shareholder Approval means the authorization and approval of this Agreement, the Plan of Merger and the Transactions, including the Merger, at the Company Shareholders’ Meeting by the Required Company Vote.

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

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Parent Capital Stock means Parent Common Stock and Parent Preferred Stock.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.