Total Preferred Merger Consideration definition

Total Preferred Merger Consideration means an amount equal to $6.9371 multiplied by the number of shares of Preferred Stock outstanding immediately prior to the Effective Time.
Sample 1Sample 2
Total Preferred Merger Consideration shall have the meaning set forth in Section 3.1(c).
Sample 1
Total Preferred Merger Consideration means the sum of (a) the Series A Merger Consideration, (b) the Series B-1 Merger Consideration, (c) the Series B-2 Merger Consideration, (d) the Series C Merger Consideration and (e) the Series D Merger Consideration.
Sample 1

More Definitions of Total Preferred Merger Consideration

Total Preferred Merger Consideration means the aggregate of the Per Preferred Unit Merger Consideration, calculated with respect to each Preferred Unit outstanding as of the Closing Date and each Preferred Unit underlying a Preferred Warrant outstanding as of the Closing Date.
Sample 1
Total Preferred Merger Consideration means the aggregate of (A) the Total Series A Preferred Amount, (B) the Total Series A-1 Preferred Amount, (C) the Total Series B Preferred Amount, (D) the Total Series C Preferred Amount and (E) the Total Series C-1 Preferred Amount.
Sample 1
Total Preferred Merger Consideration shall equal the aggregate of the Applicable Preferred Per Share Cash Considerations.
Sample 1
Total Preferred Merger Consideration means the product of (x) the number of shares of Company Preferred Stock issued and outstanding (other than shares canceled pursuant to Section 3.1(a)) immediately prior to the Effective Time and (y) the Preferred Merger Consideration, and “Total Merger Consideration” shall mean the sum of the Total Common Merger Consideration and the Total Preferred Merger Consideration. Each share of Company Preferred Stock to be converted into the right to receive the Preferred Merger Consideration as provided in the first sentence of this Section 3.1(c) shall, by virtue of the Merger and without any action on the part of the holders thereof, be automatically canceled and shall cease to exist, and the holders of certificates (the “Preferred Certificates” and together with the Common Certificates, the “Certificates”) which immediately prior to the Effective Time represented such Company Preferred Stock shall cease to have any rights with respect to such Company Preferred Stock other than the right to receive, upon surrender of such Certificates (or affidavits of loss in lieu thereof in accordance with Section 3.4) in accordance with Section 3.2, the Preferred Merger Consideration, without interest thereon, for each such share of Company Preferred Stock held by them.
Sample 1
Total Preferred Merger Consideration means an amount equal to $6.9371 m ultiplied by the number of shares of Preferred Stock outstanding immediately prior to the Effective Time.
Sample 1

Related to Total Preferred Merger Consideration

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

  • 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).

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

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

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).

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

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

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

  • Closing Merger Consideration has the meaning set forth in Section 2.02

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

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

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

  • Buyer Preferred Stock means the preferred stock, par value $0.001 per share, of Buyer.

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

  • Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

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

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

  • Closing Cash Consideration has the meaning set forth in Section 2.02.

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

  • Merger Sub Common Stock means the shares of common stock, par value $0.001 per share, of Merger Sub.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Borrower 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 Borrower or any of its Subsidiaries.