Stock Merger Consideration definition

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

Stock Merger Consideration shall have the meaning set forth in Section 3.1.5 hereof.

Stock Merger Consideration means:

Examples of Stock Merger Consideration in a sentence

• As of the Effective Time, all such shares of Aztar Preferred Stock shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist, and each holder of a certificate representing any such shares of Aztar Preferred Stock shall cease to have any rights with respect thereto, except the right to receive the Preferred Stock Merger Consideration upon the surrender of such certificate in accordance with Section 2.02, without interest.

• Any Titanium Common Stock Merger Consideration payable with respect such Titanium RSU Awards and Titanium DSUs shall be paid as soon as practicable, and in any event within five (5) Business Days, following the Effective Time and subject to any required withholding taxes.

• Any Titanium Common Stock Merger Consideration payable with respect to such Titanium PSU Awards shall be paid as soon as practicable, and in any event within five (5) Business Days, following the Effective Time and subject to any required withholding taxes.

• The Titanium Special Committee has received the opinion of Lazard Frères & Co., to the effect that, as of the date of such opinion and subject to the limitations, qualifications and assumptions set forth therein, the Titanium Common Stock Merger Consideration to be paid to the Titanium Shareholders (other than the Titanium Family and other than shares of Excluded Titanium Common Stock) pursuant to the Transactions is fair, from a financial point of view.

• The Stockholders will hold for investment the VIALOG ------------ Stock constituting the Stock Merger Consideration.

More Definitions of Stock Merger Consideration

Stock Merger Consideration means the Initial Stock Merger Consideration, as from time to time adjusted pursuant to Section 2.12, Section 2.13 and/or Section 8.2 (it being understood that if any shares of Parent Common Stock are transferred to Parent pursuant to Section 2.12 and/or Section 8.2, the transfer of such shares to Parent shall be deemed to reduce the number of Parent Shares actually and ultimately issued by Parent as Merger Consideration hereunder).

Stock Merger Consideration means (i) the Total Merger Consideration, less (ii) the Option Merger Consideration, less (iii) the Cash Consideration Shares.

Stock Merger Consideration means a number of shares of Buyer Common Stock equal to the quotient of (i) the product of (a) forty percent (40%) multiplied by (b) the Enterprise Value divided by (ii) the Buyer Common Stock Price.

Stock Merger Consideration means a total number of shares of TPB Common Stock equal to 97% of the total number of shares of TPB Common Stock owned by SDI as of the Effective Time of the Merger. An Entity shall be deemed to be a “Subsidiary” of a Person if such Person directly or indirectly owns or purports to own, beneficially or of record, (a) an amount of voting securities or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of such Entity’s board of directors or other governing body, or (b) at least 50% of the outstanding equity, voting, beneficial or financial interests in such Entity

Stock Merger Consideration means the aggregate consideration to which holders of Company Common Stock and Preferred Stock (not including the Aggregate Liquidation Preference) become entitled pursuant to Section 2.2(a);

Stock Merger Consideration means the portion of Merger Consideration payable to Company Stockholders pursuant to the terms of this Agreement in Buyer Common Shares equal to the quotient of (a) forty percent (40%) of the Merger Consideration (which is equal to $13,616,524.00 of the Base Merger Consideration on a non-adjusted basis) divided by (b) the Buyer Public Offering Price (rounded down to the nearest whole share); provided, that if the Closing occurs following, and not contemporaneously with, the closing of the Buyer Public Offering, then the portion of Merger Consideration payable to Company Stockholders pursuant to the terms of this Agreement in Buyer Common Shares shall be equal to, in the aggregate, the quotient of (a) forty percent (40%) of the Merger Consideration (which is equal to $13,616,524.00 of the Base Merger Consideration on a non-adjusted basis) divided by (b) the Buyer Average Stock Price (rounded down to the nearest whole share).

Stock Merger Consideration means that number of shares of GigOptix Common Stock equal to the difference of (i) the Total Merger Consideration, less (ii) the product of (A) 0.425, multiplied by (B) the Endwave Option Shares.