Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));
Initial Consideration shall have the meaning set forth in Section 5.01.
Earnout Consideration has the meaning set forth in Section 2.6 below.
Cash Consideration has the meaning set forth in Section 2.2.
Additional Consideration has the meaning set forth in Section 3.2.
Base Consideration is defined in Section 2.2.
Total Consideration shall have the meaning as set forth in Section 2.8.
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Stock Consideration has the meaning set forth in Section 2.01(c).
Earn-Out Consideration is defined in Section 2.5(c).
Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”
Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.
Designated Noncash Consideration means the fair market value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Sale that is so designated as Designated Noncash Consideration pursuant to an Officers' Certificate, setting forth the basis of such valuation, executed by the principal executive officer and the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a sale of such Designated Noncash Consideration.
Unit Consideration has the meaning set forth in Section 2.2(a).
Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $400,000,000, your Sale Bonus would be $400,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.
Common Stock Consideration has the meaning set forth in Section 1.6(b).
Share Consideration has the meaning given to it 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.
Merger Consideration has the meaning set forth in Section 3.1(a).
Non-Cash Consideration means consideration in a form other than cash.
Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).
Other Consideration means cash and/or any securities (other than New Shares) or assets (whether of the entity or person (other than the Share Issuer) involved in the Merger Event or a third party).
Deferred Consideration shall have the meaning ascribed to such term in Section 4(d).
Option Consideration has the meaning set forth in Section 3.3(a).
Closing Cash Consideration has the meaning set forth in Section 2.02.
Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).