Stock Conversion Number definition

Stock Conversion Number shall have the meaning set forth in Section 3.2.1.

Stock Conversion Number is defined in Section 2.3(c) of the Agreement.

Stock Conversion Number means a number equal to the number of Exchangeable Shares minus the result obtained by dividing (a) the product of the number of Exchangeable Shares and $11.4996 by (b) the Per Share Consideration.

Examples of Stock Conversion Number in a sentence

• At the Effective Time, by virtue of the Merger and without any action on the part of the holder of any shares of capital stock: (a) Subject to Sections 1.02(b) and 1.02(e) hereof, each share of Company Stock issued and outstanding immediately prior to the Merger shall be converted into and shall become that number of fully paid and nonassessable shares of Acquiror Common Stock equal to the Common Stock Conversion Number.

• If the Stock Election Number is less than the Stock Conversion Number (the amount by which the Stock Conversion Number exceeds the Stock Election Number being referred to herein as the “ Shortfall Number”), then (1) all Mandatory Cash Shares shall be converted into the right to receive the Per Share Cash Consideration, and (2) all Stock Election Shares shall be converted into the right to receive the Per Share Stock Consideration.

• No adjustment in the Common Stock Conversion Number resulting from the application of this provision is to be given effect unless, by making such adjustment, the Common Stock Conversion Number in effect immediately prior to such adjustment would be changed by 1% or more, but any adjustment which would change the Common Stock Conversion Number by less than 1% is to be carried forward and given effect in making future adjustments.

• At or prior to the Effective Time, MutualFirst shall deliver to the Exchange Agent the Aggregate Merger Consideration which shall consist of (i) certificates for MutualFirst Common Stock equal to the product of the Stock Conversion Number and the Exchange Ratio and (ii) the aggregate Cash Consideration equal to the product of twenty percent (20%) of the number of shares of MFB Common Stock outstanding immediately prior to the Effective Time and $41.00 (collectively, the “Exchange Fund”).

• This provision for adjustment of the Common Stock Conversion Number shall apply in each successive instance in which an adjustment is required thereby.

More Definitions of Stock Conversion Number

Stock Conversion Number shall have the meaning provided in Section 3.1(c) of this Agreement.

Stock Conversion Number has the meaning set forth in Section 2.02(a).

Stock Conversion Number shall have the meaning ascribed thereto in Section 2.1(g).

Stock Conversion Number shall be equal to the product of (i) the number of shares of Company Common Stock outstanding immediately prior to the Effective Time and (ii) 0.6.

Stock Conversion Number shall have the meaning given to that term in Section 2.6(d).

Stock Conversion Number means the Anticipated Stock Conversion Number or the Accommodation Stock Conversion Number, if any chosen by Purchaser in its sole discretion.

Stock Conversion Number means the quotient obtained by dividing (a) the HBIO Merger Stock by (b) the number of outstanding fully-diluted shares of Company Common Stock as of the Closing Date (which shall represent all outstanding equity and rights to receive equity in the Company and shall include, without limitation, the shares of Company Common Stock outstanding on the date hereof and the shares of Company Common Stock issuable upon conversion of the shares of Company Preferred Stock outstanding on the date hereof, but shall not include the shares of Company Common Stock issuable upon exercise of the Options outstanding on the date hereof), which quotient shall be rounded up to the nearest one hundred thousandth of a share (seven (7) decimal places).