Stock Consideration Issuance Date definition

Stock Consideration Issuance Date means the date the Stock Consideration is issued to the Seller by the Company.

Examples of Stock Consideration Issuance Date in a sentence

  • The Purchaser shall cause the Initial Stock Consideration to be approved for listing on the NYSE, subject only to official notice of issuance, prior to the Initial Stock Consideration Issuance Date, and the Final Stock Consideration to be approved for listing on the NYSE, subject only to official note of issuance, prior to the Final Stock Consideration Issuance Date.

  • On the Post-Closing Stock Consideration Issuance Date, the Buyer shalldeliver the Post-Closing Company Equityholder Consideration, in shares of Buyer Common Stock issued in book entry, to the Exchange and Paying Agent for distribution, in accordance with the Closing Date Allocation Schedule, to the Company Equityholders (excluding the portion payable in respect of Company Employee Equity Awards) pursuant to Section 2.2(b).

  • This Agreement shall terminate on the earlier of (a) the second anniversary of the Initial Stock Consideration Issuance Date and (b) upon such time as there are no Registrable Securities, except for the provisions of Section 2.4 and all of this Article III, which shall survive any such termination.

  • The three is- sues to be addressed are training, boat operations, and launching options.

  • On the Initial Stock Consideration Issuance Date, the Parties shall meet, and the Purchaser shall duly issue and deliver, free and clear from Encumbrances (other than restrictions arising under the SPA and the applicable securities Laws), the Initial Stock Consideration to the Seller, if and to the extent due pursuant to Schedule 3.1(d).

  • Within ten (10) Business Days following the Holdback Stock Consideration Issuance Date, Buyer shall cause to be issued by Parent to Sellers in non-certificated book-entry form, pro rata based on the percentages set forth in Exhibit B, (A) the Holdback Stock Consideration (as reduced pursuant to Section 6.06), less (B) the Retained Amount, in accordance with the delivery instructions delivered by Sellers prior thereto.

Related to Stock Consideration Issuance Date

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Equity Consideration has the meaning set forth in Section 2.3(b)(ii).

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Early Preference Share Valuation Date means the date specified as such in the relevant Early Preference Share Redemption Notice which shall fall not less than one day and not more than 180 days following the day such Early Preference Share Redemption Notice is given. The Early Preference Share Redemption Notice may provide that such date is subject to adjustment in accordance with certain disruption or adjustment events, as determined by the Calculation Agent.

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

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

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

  • Cash Consideration has the meaning set forth in Section 2.2.

  • 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.

  • Early Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency calculated by the Calculation Agent as the fair market value (calculated without taking into account the creditworthiness of the Company) of a Preference Share as of the Early Preference Share Valuation Date taking into account such factor(s) as the Calculation Agent determines appropriate, including, but not limited to, the relevant Early Preference Share Redemption Event after deducting any Associated Costs (to the extent not already reflected in such fair market value).

  • Interest Share Amount shall have the meaning set forth in Section 2(a).

  • Per Share Amount is defined in Section 1.1

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

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

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

  • Class A Ordinary Share Value means, as of the close of business on the day preceding the date, the volume weighted average trading price of the Class A Ordinary Shares on all trading platforms or trading systems on which the Class A Ordinary Shares are being traded over the forty-five (45) trading days then ended, provided, that if the total aggregate trading volume over such 45-trading-day period is less than 5% of the public float, such period shall be extended to the ninety (90) trading days then ended, provided, further, if the total aggregate trading volume over such 90-trading-day period is less than 5% of the public float, the holder of the Class B Ordinary Shares shall request that the Board obtain an appraisal of the value of the Class A Ordinary Shares from one or more independent nationally-recognized third party appraisal companies and such appraisal shall constitute the Class A Ordinary Share Value.

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Daily Share Amount means, with respect to any VWAP Trading Day, the quotient obtained by dividing (A) the excess, if any, of the Daily Conversion Value for such VWAP Trading Day over the applicable Daily Maximum Cash Amount by (B) the Daily VWAP for such VWAP Trading Day. For the avoidance of doubt, the Daily Share Amount will be zero for such VWAP Trading Day if such Daily Conversion Value does not exceed such Daily Maximum Cash Amount.

  • 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.

  • 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.

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.