Threshold Shares definition

Threshold Shares means, with respect to any person as of any time, the sum of (without duplication): (a) any shares of capital stock of the Corporation, including Class A Common Stock, Class B Common Stock and Class C Common Stock, held by such person as of such time and (b) any shares of capital stock of the Corporation, including Class A Common Stock, Class B Common Stock and Class C Common Stock, underlying any securities (including restricted stock units, options, or other convertible instruments) held by such person as of such time, whether such securities are vested or unvested, earned or unearned, convertible into or exchangeable or exercisable as of such time or in the future.
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Threshold Shares means, with respect to each Shareholder, the number of shares of Common Stock held by such Shareholder as of the Threshold Date, subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the Common Stock occurring after the Threshold Date.
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Threshold Shares means, with respect to any share of Series C Common, the shares of Series B Common and Series C Common outstanding immediately after such share of Series C Common is issued (other than any shares of Series C Common issued on the same date as such share of Series C Common). The Threshold Shares shall also include any shares of capital issued with respect to the Threshold Shares in a share split, share dividend, share combination or other recapitalization involving such shares. For the avoidance of doubt, shares of Series A Common are not Threshold Shares.
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Examples of Threshold Shares in a sentence

  • Notwithstanding anything to the contrary contained herein, the Investor 1 ROFR and the Tag Along Right (as detailed in this Article 194(1)(iii)) shall not be available to Investor 1 in the following cases: (a) Transfer of Shares by a Promoter to another Promoter; (b) Transfer of Shares by a Promoter to its Affiliate; (c) upon Investor 1 and its Investor Nominees ceasing to collectively hold the Rights Threshold Shares; (d) upon completion of an IPO; (e) if an Investor Event of Default has occurred.

  • Prior to completion of the IPO, Investor 1 shall not be entitled to transfer any or all of Investor Rights to an Investor Sale Third Party, unless it is transferring (in a single tranche, or in multiple tranches under one agreement) such number of Investor Equity Securities which are equivalent to or which exceed the Rights Threshold Shares.

  • In 1995, an industrial tribunal awarded her compensation for wrongful dismissal.

  • Upon such Transfer of Investor Rights, Investor 1 shall no longer beentitled to exercise any of such Investor Rights (even if Investor 1 continues to hold the Rights Threshold Shares after such Transfer of Investor Equity Securities).

  • Ng TY, Lam KY and Reddy JN, (1999), Dynamic instability of cylindrical panel with transverse shear effects, International Journal of Solids and Structures, 36, 3483-3496.

  • After the acquisition of the PAC 1 Threshold Shares, PAC 2 shall be entitled to acquire the Equity Shares representing 2.46% (two point four six per cent) of the Voting Share Capital (“PAC 2 Threshold Shares”).

  • After the acquisition of the PAC 1 Threshold Shares and PAC 2 Threshold Shares, asaforesaid, the remaining Equity Shares tendered in the Open Offer shall be acquired by the Acquirer.

  • Other than the registration rights specifically stated in this Agreement, no registration rights equal or senior to the registration rights set forth in this Article 5 may be granted by the Company to any party without the prior consent of the Preferred Holders holding at least, for so long as Blue Ridge China and EI each hold their respective Preferred Threshold Shares, seventy-five percent (75%), and otherwise, fifty percent (50%) of the Subject Shares.

  • After the acquisition of the PAC 1 Threshold Shares, PAC 2 shall be entitled to acquire the Equity Shares representing 2.46% (two point four six percent) of the Voting Share Capital (“PAC 2 Threshold Shares”).

  • After the acquisition of the PAC 1 Threshold Shares and the PAC 2 Threshold Shares, as aforesaid, the remaining Equity Shares tendered in the Open Offer shall be acquired by the Acquirer.


More Definitions of Threshold Shares

Threshold Shares means that number of shares of common stock of the Corporation that represented at least three percent (3%) of the number of outstanding shares of common stock of the Corporation as of the most recent date for which such outstanding share amount was given in any filing by the Corporation with the Securities and Exchange Commission prior to the Three Year Start Date.
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Threshold Shares means number of authorized but unissued shares of Common Stock that would have been delivered upon conversion of 10% of the principal amount of the Debentures outstanding at the Execution Time.
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Threshold Shares means the aggregate of the shares of Series A Convertible Preferred Stock issued pursuant to the Stock Purchase Agreements and the shares of Series A Convertible Preferred Stock issued pursuant to the 1999 Stock Purchase Agreements, plus any dividends paid in additional shares of Series A Convertible Preferred Stock, as adjusted for any subdivisions or combinations.
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Threshold Shares means twenty-five percent (25%) of the Base Shares.
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Related to Threshold Shares

  • Dividend Threshold Amount has the meaning set forth in Section 5.04(a).

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Number of Shares As of any date, the product of (i) the Number of Options, (ii) the Conversion Rate and (iii) the Applicable Percentage.

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • Lock-Up Shares has the meaning set forth in Section 4.1.

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • Target Shares means common shares in the capital of Target, as currently constituted;

  • Applicable Stock Price means, in respect of a Conversion Date, the average of the Closing Sale Prices per share of Common Stock over the five-Trading Day period starting the third Trading Day following such Conversion Date.

  • Additional Shares shall have the meaning specified in Section 14.03(a).

  • Number of Option Shares means shares of Stock, as adjusted from time to time pursuant to Section 9.

  • Total Shares means (without double-counting), as of a particular date of determination, the algebraic sum of: (A) the Initial Shares, plus (B) the Additional Shares, minus (C) all Buyback Shares repurchased or redeemed between the Effective Date and such date of determination.

  • Threshold Price is the lowest price (except to the extent otherwise provided in Section 2.6) at which the Company may sell Shares during the applicable Pricing Period as set forth in a Fixed Request Notice (not taking into account the applicable percentage discount during such Pricing Period determined in accordance with Section 2.2); provided, however, that at no time shall the Threshold Price be lower than $3.00 per share unless the Company and the Investor mutually shall agree.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Partial Entitlement Share(s) shall have the respective meanings set forth in Section 2.12.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Fully Diluted Shares means an amount equal to the sum of (a) the total number of shares of Common Stock outstanding immediately prior to the Effective Time, plus (b) the total number of shares of Common Stock that all In-the-Money Options outstanding immediately prior to the Effective Time are exercisable into at such time and without any withholding of shares to pay the exercise price or Taxes.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Reserved Shares means initially, [ ] Shares. The Reserved Shares may be increased or decreased in a Supplemental Confirmation.

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

  • Per Share Value means the average value of the consideration to be received in respect of each outstanding Common Share pursuant to the Qualifying Transaction as determined by mutual agreement of the Independent Directors (as defined in Section 2(b)(i) below) and the holders of a majority in interest of all outstanding warrants to purchase Common Shares containing this provision, or, if they shall fail to agree, by an Investment Bank.

  • 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.

  • Dividend Shares means the shares of Common Stock issuable in payment of dividends payable on the Preferred Shares in accordance with the terms of the Certificate of Designation.

  • Eligible Shares has the meaning set forth in Section 4.1(a).

  • Stated Threshold means total losses under the shared loss agreements in the amount of $4 Billion ($4,000,000,000.00).

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