proportionate number definition

proportionate number means the product obtained by multiplying the number of New Securities proposed to be sold and issued by a fraction, the numerator of which will be the number of shares of Common Stock Equivalents owned (or deemed owned) by such stockholder and the denominator of which will be the total number of shares of Common Stock Equivalents owned (or deemed owned) by all Investor Stockholders.
proportionate number has the meaning specified therefor in Section 3.2(a) of this Agreement.
proportionate number means the product obtained by multiplying the number of New Securities proposed to be sold and issued by a fraction, the numerator of which will be the number of shares of Common Stock issued or issuable to an Investor upon the conversion of the Series A Preferred Shares or exercise of the Warrants (and subsequent conversion to Common Stock in the case of a Warrant which is exercisable for Series A Preferred Stock) and the denominator of which will be the total number of fully-diluted shares of Common Stock of the Corporation (in each case immediately prior to the issuance of New Securities).

More Definitions of proportionate number

proportionate number means the product obtained by multiplying the number of New Securities proposed to be sold and issued by a fraction, the numerator of which will be the number of Common Shares owned (or deemed owned) by such Holder of Series A Preferred Securities and the denominator of which will be the total number of Common Shares owned (or deemed owned) by all Holders of Series A Preferred Securities. For purposes of this Section, "pro rata" among the Holders of Series A Preferred Securities means in proportion to the number of Common Shares owned (or deemed owned) by such Holders of Series A Preferred Securities.
proportionate number means the product of (i) the number of New Securities of a particular Class (or Series of a Class) proposed to be issued, and (ii) a percentage determined by dividing (x) the number of Units held by such Limited Partner, by (y) the total number of Units held by all Offerees exercising their rights hereunder. The General Partner will determine the value of the New Securities in good faith by considering all appropriate factors.
proportionate number means a number of directors or nominees, as the case may be, rounded up to the nearest whole number, that would represent a proportion of the entire Board of Directors (after giving effect to the election of Directors or enlargement of the Board in question) equal to the proportion of the Total Voting Power of the Company that is represented by the Voting Power of the Equity Securities beneficially owned by the Shareholders, provided, that if the Proportionate Number (as calculated above) would otherwise be reduced if the total number of members of the Board of Directors were reduced by a single member, the Proportionate Number will be calculated by rounding down, rather than rounding up, to the nearest whole number.
proportionate number or, sometimes herein "its Proportionate Number" or "Forest's Proportionate Number" means that number of Equivalent Equity Securities which when purchased by Forest would result in Forest owning the applicable percentage determined below of the total of the number of shares subject to an Issuance and the number available for purchase by Forest: Percentage of total issued Common Shares and Non-Voting Shares owned by Forest immediately before the time of Issuance Forest's Proportionate Number 45% or more 60% more than 30% but less than 45% 45% more than 20% but less than 30% 30%
proportionate number shall have the meanings set forth in Section 3.2 below.
proportionate number means a number of directors equal to Investor’s then Current Percentage multiplied by the total number of directors on the Board, rounded up to the next whole number. For the avoidance of doubt, it is acknowledged by the parties that effective as of the Closing, Investor shall be entitled to designate a majority of the members of the Board.
proportionate number or, sometimes herein "its Proportionate Number" or "CEC'S PROPORTIONATE NUMBER" means that number of Equity Securities or Equivalent Equity Securities, as the case may be, which when purchased by CEC would result in CEC owning the CEC Percentage of the total number of Equity Securities subject to an Issuance;