Fully Diluted Company Capital Stock means the sum, without duplication, of (a) the aggregate number of shares of Company Capital Stock that are issued and outstanding immediately prior to the Effective Time plus (B) the aggregate number of Net Exercise Shares issuable with respect to all Company Options that are outstanding immediately prior to the Effective Time plus (C) the aggregate number of shares of Company Capital Stock issuable upon exercise of Company Warrants or other direct or indirect rights to acquire shares of the Company Capital Stock that are issued and outstanding (and fully vested) immediately prior to the Effective Time.
Fully Diluted Company Capital Stock means the sum, without duplication, of (A) the aggregate number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time, (B) the aggregate number of shares of Company Common Stock issuable upon the conversion of shares of Company Preferred Stock issued and outstanding immediately prior to the Effective Time, (C) the aggregate number of shares of Company Common Stock issuable upon the exercise of Company Options to acquire shares of Company Common Stock issued and outstanding immediately prior to the Effective Time (whether or not then vested or exercisable) and Company Warrants to acquire shares of Company Common Stock issued and outstanding immediately prior to the Effective Time, and (D) the aggregate number of shares of Company Common Stock issuable upon the conversion of shares of Company Preferred Stock issuable upon the exercise of Company Warrants to acquire shares of Company Preferred Stock issued and outstanding immediately prior to the Effective Time.
Fully Diluted Company Capital Stock means the aggregate number of shares of Company Common Stock that are outstanding immediately prior to the Effective Time.
Examples of Fully Diluted Company Capital Stock in a sentence
Early work in this area at HEPL [20] quickly led to the recognition that this advantage could be applied to FEL drivers.
The maximum number of shares of Common Stock reserved for issuance under the Plan as of the Effective Date shall be a number of shares of Common Stock equal to 5% of the Aggregate Fully Diluted Company Capital Stock as of the Closing (subject to adjustment as provided by Section 5, the Share Reserve).
The Backstop Securityholders acknowledge and agree that it is an inducement to Acquirer’s entering into the Merger Agreement and the consummation of the transactions thereunder that the Effective Time Holders holding not less than 90% of the shares of the Fully Diluted Company Capital Stock outstanding immediately prior to Closing execute and deliver this Agreement prior to Closing.
More Definitions of Fully Diluted Company Capital Stock
Fully Diluted Company Capital Stock means the sum, without duplication, of (A) the aggregate number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time, (B) the aggregate number of shares of Company Common Stock issuable upon the conversion of shares of Company Preferred Stock (other than the Company Series C Stock and Company Series B Stock) issued and outstanding immediately prior to the Effective Time, (C) the aggregate number of shares of Company Common Stock issuable upon the exercise of Vested Company Options to acquire shares of Company Common Stock issued and outstanding immediately prior to the Effective Time and Company Warrants to acquire shares of Company Common Stock issued and outstanding and vested immediately prior to the Effective Time, and (D) the aggregate number of shares of Company Common Stock issuable upon the conversion of shares of Company Preferred Stock issuable upon the exercise of Company Warrants to acquire shares of Company Preferred Stock issued and outstanding and vested immediately prior to the Effective Time.
Fully Diluted Company Capital Stock means those shares of Company Common Stock (A) issued and outstanding immediately before the Effective Time, (B) issuable upon full exercise of Company Options and Company Warrants that are issued and outstanding immediately before the Effective Time, and (C) issuable upon conversion and/or exercise of all other securities convertible into, or exercisable for, Company Common Stock that are issued and outstanding immediately before the Effective Time.
Fully Diluted Company Capital Stock means the aggregate number of shares of Company Common Stock and Company Preferred Stock, including Company Options and any other rights, whether vested or unvested convertible into, exercisable for or exchangeable for shares of Company Common Stock, on an as-converted, as-exercised basis.
Fully Diluted Company Capital Stock means the sum of (a) the aggregate number of shares of Company Capital Stock that are issued and outstanding immediately prior to the Effective Time, calculated on an as converted to Company Common Stock basis, plus (b) the aggregate number of shares of Company Capital Stock on an as converted to Company Common Stock basis that are issuable upon full exercise, exchange or conversion of all Company Options and any other rights (whether vested or unvested and including any commitments to grant Company Options or other equity incentives of the Company set forth in any Continuing Employee offer letters or otherwise that have not yet been granted by the Company) that are convertible into, exercisable for or exchangeable for, shares of Company Capital Stock. For the avoidance of doubt, Fully-Diluted Company Capital Stock will not include shares of Company Common Stock issuable upon exercise of Company Options that will terminate without exercise at the Company prior to the Closing.
Fully Diluted Company Capital Stock means the aggregate number of shares of Company Common outstanding immediately prior to the Effective Time (assuming exercise or conversion of all outstanding securities or similar rights that are exercisable for or convertible into shares of Company Common, whether vested or unvested and whether or not currently exercisable).
Fully Diluted Company Capital Stock means the sum, without duplication, of (i) aggregate number of shares of Company Capital Stock that are issued and outstanding immediately prior to the Effective Time (on an as-converted to Company Common Stock basis), (ii) the aggregate number of shares of Company Common Stock that are issuable upon the exercise of Company Options (whether vested or unvested) but excluding any Company Options that are not In-the-Money Company Options, and (iii) the aggregate number of shares of Company Common Stock purchasable under or otherwise subject to any direct or indirect, vested or unvested, rights (other than Company Options) to acquire shares of Company Capital Stock on an as-converted-to-Company Common Stock basis (whether or not immediately exercisable) outstanding immediately prior to the Effective Time.
Fully Diluted Company Capital Stock means the sum, without duplication, of (A) the aggregate number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time, (B) the aggregate number of shares of Company Class A Common Stock issued and outstanding immediately prior to the Effective Time, (C) the aggregate number of shares of Company Class B Common Stock issued and outstanding immediately prior to the Effective Time, (D) the aggregate number of shares of Company Common Stock issuable upon the exercise of Company Options to acquire shares of Company Common Stock that are issued and outstanding and vested as of immediately prior to the Effective Time.