Cash Consideration Shares definition

Cash Consideration Shares means the number of shares of Company Stock equal to the quotient of (a) the Cash Consideration Amount divided by (b) the Per Share Cash Consideration.
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Cash Consideration Shares means a number of shares of Tilray Class 2 Common Stock equal to the sum of (i) the Stock Cash Consideration Shares, plus (ii) the Option Cash Consideration Shares. For purposes of determining the Cash Consideration Shares, the number of shares of Tilray Class 2 Common Stock shall be rounded down to the nearest whole share. The calculation of the Cash Consideration Shares shall be set forth in the Allocation Certificate.
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Cash Consideration Shares has the meaning specified in Section 3.01(a)(iii).
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Examples of Cash Consideration Shares in a sentence

  • Xxxx, Chief Executive Officer 0000 Xxxxxxxxxx, Xxxxx 000 Xxxxxxx, XX 00000 Fax: (000) 000-0000 SCHEDULE A Purchaser’s Portion of Aggregate Consideration Name & Address of Purchaser Shares Purchased Cash Consideration Shares Warrants Touradji DeepRock Master Fund, Ltd.

  • By: /s/ Rxxxxxxx Xxxxx Name: Rxxxxxxx Xxxxx Title: CEO EXHIBITS Exhibit A - SCHEDULE OF PURCHASERS EXHIBIT A SCHEDULE OF PURCHASERS Name and Address of Purchaser Total Cash Consideration Shares of Series C Preferred Stock Purchase Price (Note Conversion Amount) BXXXXX HEALTHCARE CORPORATION Oxx Xxxxxx Xxxxxxx, Deerfield, Illinois, 60015 Attention: General Counsel Email: gxxxxxx.xxxxxxx@xxxxxx.xxx $ 15,000,000 2,000,000 N/A CAREDX, INC.

  • Xxxx Title: General Counsel SCHEDULE I Name Cash Consideration Shares PERRY PARTNERS INTERNATIONAL INC.

  • Buyer Name Cash Consideration* Shares of Series A Preferred Purchased for Cash Principal Amount of Convertible Notes Tendered for Cancellation** Shares of Series A Preferred Acquired upon Cancellation of Convertible Notes Total Number of Shares of Series A Preferred Longside Ventures LLC By: /s/ Xxx Xxxxxx Xxx Xxxxxx, Manager $76,951.00 64,097 $100,000.00 110,236 174,333 Taconic Group LLC By: /s/ Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxxx, Manager $76,951.00 64,097 $100,000.00 110,236 174,333 Summit Trading Ltd.

  • If a Company Stockholder makes a valid Cash Election in accordance with this Section 2.6, such Cash Electing Stockholder will be deemed to have made a Cash Election with respect to its Pro Rata portion of the Cash Consideration Shares.

  • For the avoidance of doubt, the number of shares of Company Stock for which Cash Elections can be made by the Excess Cash Stockholders may exceed their respective Pro Rata portions of the Cash Consideration Shares.

Related to Cash Consideration Shares

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

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

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

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

  • 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.

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

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

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

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

  • Non-Cash Consideration means consideration in a form other than cash.

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

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

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

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

  • 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.

  • Share Consideration has the meaning given to it in Section 2.2;

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

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

  • Earnout Consideration has the meaning set forth in Section 2.6 below.

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;

  • Designated Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Issuer or one of its Restricted Subsidiaries in connection with an Asset Sale that is so designated as Designated Non-cash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation, less the amount of Cash Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration.

  • 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.

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

  • 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.

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.