Adjusted Company Shares definition

Adjusted Company Shares means the number of shares, without duplication, equal to (a) the total number of shares of Company Capital Stock outstanding immediately prior to the Effective Time (on an as-converted into Company Common Stock basis), plus (b) the total number of shares of Company Common Stock issuable upon (i) the exercise of Company Options (other than Cancelled Options), whether vested or unvested, and (ii) the settlement of all Company RSUs (other than Cancelled RSUs), whether vested or unvested, and (iii) the exercise of the Company Warrant, in each case, outstanding immediately prior to the Effective Time (and excluding, for the avoidance of doubt, any Cancelled Shares).
Adjusted Company Shares means the number of shares, without duplication, equal to (a) the total number of shares of Company Stock outstanding immediately prior to the Closing (on an as-converted into Company Stock basis), plus (b) the total number of shares of Company Stock issuable upon the exercise of Company Options outstanding immediately prior to the Closing.
Adjusted Company Shares and "Exchange Ratio" shall thereafter be deemed to refer to such terms as adjusted pursuant to this paragraph.

Examples of Adjusted Company Shares in a sentence

  • At the Effective Time, each share of Citizens Common Stock issued and outstanding immediately prior to the Effective Time (other than Dissenting Shares, as defined in Section 8.15) shall, by virtue of this Agreement and without any action on the part of the holder thereof, be converted into and exchangeable for the number of shares of Company Common Stock equal to the Adjusted Company Shares divided by 15,610.165 (the "Exchange Ratio").

  • Upon liquidation and dissolution of the Partnership, the units of equity interest in the Partnership held by each Partner (a "Partnership Interest") issued and outstanding immediately prior thereto, shall, by virtue of such liquidation and dissolution and without any action on the part of the holder thereof, be converted into and exchangeable for a portion of the Adjusted Company Shares calculated in accordance with the respective percentage equity interest in the Partnership of each Partner.


More Definitions of Adjusted Company Shares

Adjusted Company Shares means the number of shares, without duplication, equal to (a) the total number of shares of Company Capital Stock outstanding immediately prior to the Effective Time (on an as-converted into Company Common Stock basis), plus (b) the total number of shares of Company Common Stock issuable upon the exercise of Company Options (other than Cancelled Options) or settlement of Company RSUs, in each case whether vested or unvested, and the Company Warrants, in each case, outstanding immediately prior to the Effective Time (and excluding, for the avoidance of doubt, any Cancelled Shares, any Cancelled RSUs and any New Hire RSUs), plus (c) the total number of shares of Company Common Stock issuable upon settlement of the New Company RSUs approved by the Board that are to be included as Adjusted Company Shares pursuant to and in accordance with Section 6.18.
Adjusted Company Shares means the number of shares, without duplication, equal to (a) the total number of shares of Company Capital Stock (including, for the avoidance of doubt, any Unvested Company Shares) outstanding immediately prior to the Effective Time (on an as-converted into Company Common Stock basis), plus (b) the total number of shares of Company Common Stock issuable upon the exercise of Company Options (other than Cancelled Options), whether vested or unvested, outstanding immediately prior to the Effective Time (and excluding, for the avoidance of doubt, any Cancelled Shares), plus (c) the total number of shares of Company Series B Preferred Stock (on an as-converted into Company Common Stock basis) issuable upon the exercise of the Company Warrants outstanding immediately prior to the Effective Time (and excluding, for the avoidance of doubt, any Cancelled Shares), plus (d) the total number of shares of Company Common Stock subject to Company RSUs.
Adjusted Company Shares means the number of shares, without duplication, equal to (a) the total number of shares of Company Capital Stock outstanding immediately prior to the Effective Time (on an as-converted into Company Common Stock basis), plus (b) the total number of shares of Company Common Stock issuable upon the exercise of Company Options (other than Cancelled Options), whether vested or unvested, outstanding immediately prior to the Effective Time (and excluding, for the avoidance of doubt, any Cancelled Shares), plus (c) the total number of shares of Company Capital Stock (on an as-converted into Company Common Stock basis) issuable upon the exercise of the Company Warrants outstanding immediately prior to the Effective Time (and excluding, for the avoidance of doubt, any Cancelled Shares).

Related to Adjusted Company Shares

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

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

  • Company Shares means the common shares in the capital of the Company;

  • Company Stock means, collectively, the Company Common Stock and the Company Preferred Stock.

  • Company Stock Plans has the meaning set forth in Section 3.02(b).

  • Common Shares means the common shares in the capital of the Corporation;

  • Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.

  • Co-op Shares Shares issued by private non-profit housing corporations.

  • Company Stock Option Plans means the Company’s 2000 Employee Stock Option Plan, 1997 Employee Stock Option Plan and 1995 Stock Option Plan, in each case as amended.

  • Company Stock Options means any option to purchase Company Common Stock pursuant to any Company Stock Plans.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Ordinary Shareholder means a holder of ordinary shares;

  • Fully-Diluted Common Stock means the aggregate of all outstanding Common Stock as of the date hereof, plus all shares of Common Stock issuable upon the exercise or conversion of securities exercisable for, or convertible into, shares of Common Stock of the Company which securities are outstanding or issuable as of the date hereof.

  • Employee Share Scheme means a scheme established by a company, whether by means of a trust or otherwise, for the purpose of offering 10 participation therein solely to employees and officers of the company or a subsidiary of the company, either—

  • Total Shareholder Return means the total return (change in share price plus reinvestment of any dividends) of a Share.

  • Fully Diluted Shares means the sum, without duplication, of (a) the number of shares of Common Stock issued and outstanding immediately prior to the Effective Time, (b) the number of shares of Preferred Stock that are issued and outstanding immediately prior to the Effective Time and (c) the number of shares of Common Stock underlying the Restricted Stock Units or any other equity or other convertible securities that are issued and outstanding immediately prior to the Effective Time.

  • Plan Shares means the total number of Common Shares which may be reserved for issuance as Optioned Shares under the Plan as provided in §2.2;

  • Company Shareholders means holders of Company Shares.

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

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • New Ordinary Shares means the new Ordinary Shares arising on Conversion of the C Shares;

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

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Company Stock Option Plan means each stock option plan, stock award plan, stock appreciation right plan, phantom stock plan, stock option, other equity or equity-based compensation plan, equity or other equity based award to any employee, whether payable in cash, shares or otherwise (to the extent not issued pursuant to any of the foregoing plans), or other plan or contract of any nature with any employee pursuant to which any stock, option, warrant or other right to purchase or acquire capital stock of the Company or right to payment based on the value of Company capital stock has been granted or otherwise issued.

  • Parent Stock Plans has the meaning set forth in Section 4.5(a).