Series C Preferred Exchange Ratio definition

Series C Preferred Exchange Ratio is defined in Section 2.02(f).
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Series C Preferred Exchange Ratio. 12 "Shareholder's Meeting" 35 "Specified Contracts" 23 "Surviving Corporation" 2 "Takeover Proposal" 49 "Tax" 22 "Tax Liability" 8 "Transaction Proposal" 37 "Unaudited Balance Sheet" 16 "Voting Stock" 52 AMENDED AND RESTATED AGREEMENT AND PLAN OF REORGANIZATION AMENDED AND RESTATED AGREEMENT AND PLAN OF REORGANIZATION, dated as of May 5, 1997 (the "Agreement"), among Medarex, Inc., a New Jersey corporation (the "Parent"), Medarex Acquisition Corp., a California corporation and a direct wholly-owned subsidiary of Parent ("Merger Sub"), and GenPharm International, Inc., a California corporation (the "Company").
Sample 1
Series C Preferred Exchange Ratio means the quotient obtained by dividing the Series C Allocation Number by the Aggregate Series C Number.
Sample 1

Examples of Series C Preferred Exchange Ratio in a sentence

  • For the avoidance of doubt, it is specified that if the Gilde Series C Preferred Option were exercised as of the date of this Agreement, Gilde would receive, in accordance with the Gilde Series C Preferred Exchange Ratio, 1,499,999 Series C Shares.

  • No fractional shares shall be issuable upon exercise of the Gilde Series C Preferred Option, and if the number of Series C Shares to be issued in accordance with the Gilde Series C Preferred Exchange Ratio is other than a whole number, the Company shall pay to Gilde an amount in cash equal to the fair market value of the resulting fractional share on the exercise date.

  • No fractional shares shall be issuable upon exercise of the Biodiscovery Series C Preferred Option, and if the number of Series C Shares to be issued in accordance with the Biodiscovery Series C Preferred Exchange Ratio is other than a whole number, the Company shall pay to Biodiscovery an amount in cash equal to the fair market value of the resulting fractional share on the exercise date.

  • For the avoidance of doubt, it is specified that if the Biodiscovery Series C Preferred Option were exercised immediately following the applicable Closing, Biodiscovery would receive, in accordance with the Series C Preferred Exchange Ratio, 490,677 Series C Shares.


More Definitions of Series C Preferred Exchange Ratio

Series C Preferred Exchange Ratio. 12 "Shareholder's Meeting" 35 "Specified Contracts" 23 "Surviving Corporation" 2 "Takeover Proposal" 49 "Tax" 22 "Tax Liability" 8 "Transaction Proposal" 37 "Unaudited Balance Sheet" 16 "Voting Stock" 52 AGREEMENT AND PLAN OF REORGANIZATION AGREEMENT AND PLAN OF REORGANIZATION, dated May 5, 1997 (the "Agreement"), among Medarex, Inc., a New Jersey corporation (the "Parent"), Medarex Acquisition Corp., a California corporation and a direct wholly-owned subsidiary of Parent ("Merger Sub"), and GenPharm International, Inc., a California corporation (the "Company").
Sample 1

Related to Series C Preferred Exchange Ratio

  • Series C Preferred Stock means shares of the Company’s Series C Preferred Stock, par value $0.001 per share.

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Series A Conversion Rate means, as adjusted pursuant to Section 5.8(b)(vi)(E), the number of Common Units issuable upon the conversion of each Series A Preferred Unit, which shall be the quotient of (a) the sum of (i) the Series A Issue Price, plus (ii) any Series A Unpaid Distributions on the applicable Series A Preferred Unit, plus (iii) only for purposes of the definition of “Series A COC Conversion Rate,” any Series A Partial Period Distributions on the applicable Series A Preferred Unit, divided by (b) the Series A Issue Price.

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.

  • Share Exchange Ratio has the meaning given to it in Section 3.1(d);

  • Series C Preferred means all shares of the Series C Preferred Stock, $0.001 par value per share, of the Company.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Company Series C Preferred Stock means the Series C Preferred Stock, par value $0.0001 per share, of the Company.

  • Series C Preferred Units shall have the meaning provided in Section 1.

  • Series A Conversion Price shall initially be equal to $0.71. Such initial Series A Conversion Price, and the rate at which shares of Series A Preferred Stock may be converted into shares of Common Stock, shall be subject to adjustment as provided below.

  • Series A Preferred Unit means a Preferred Unit having the designations, preferences, rights, powers and duties set forth in Article XVI.

  • Series D Preferred Stock means shares of the Company’s Series D Preferred Stock, par value $0.001 per share.

  • Series H Preferred Stock means the Corporation's Series H Convertible Preferred Stock, par value $0.004 per share.

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.0001 per share.

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Series A-2 Preferred Stock means shares of the Company’s Series A-2 Preferred Stock, par value $0.0001 per share.

  • Series A Preferred Stock means shares of the Company’s Series A Preferred Stock, par value $0.0001 per share.

  • Series E Preferred Stock means shares of the Company’s Series E Preferred Stock, par value $0.0001 per share.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Series F Preferred Stock means shares of the Company’s Series F Preferred Stock, par value $0.0001 per share.

  • Company Series A Preferred Stock means the Series A Preferred Stock, par value $0.0001 per share, of the Company.

  • Series D Preferred means the Corporation's Series D Convertible Preferred Stock, par value $.002 per share.

  • Series A Preference Shares means the Series A Preference Shares of £0.05 each in the capital of the Company.

  • Series A-1 Preferred Stock means shares of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share.

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where: