Per Share Portion means a fraction, the numerator of which is one, and the denominator of which is the sum of (i) the number of Shares of Common Stock outstanding immediately prior to the Effective Time (excluding the Excluded Shares but including any Dissenting Shares) and (ii) the number of Shares of Common Stock issuable upon the conversion of all of the Shares of Preferred Stock outstanding immediately prior to the Effective Time.
Per Share Portion means a fraction, the numerator of which is one, and the denominator of which is the number of shares of Class B Common Stock and Class C Common Stock issued and outstanding immediately prior to the Effective Time (for clarity, excluding shares of Redeemed Class B Common Stock to be canceled pursuant to Section 2.07(d)).
Per Share Portion means, as of the time of determination, a fraction, the numerator of which is one, and the denominator of which is the Share Number.
Examples of Per Share Portion in a sentence
For any Options for which the Option Exercise Price of such Option is greater than or equal to the Per Share Portion of the Closing Consideration and Escrow Amount to be distributed to Stockholders and Optionholders pursuant to the terms of the Escrow Agreement allocable to such Option, such Option shall be terminated for no consideration.
More Definitions of Per Share Portion
Per Share Portion means the quotient (expressed as a percentage) of (i) one (1), divided by (ii) the Fully Diluted Shares.
Per Share Portion means a fraction (i) the numerator of which is one, and (ii) the denominator of which is the Outstanding
Per Share Portion means a fraction, the numerator of which is one, and the denominator of which is the sum of (A) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time (including any shares of restricted Company Common Stock which vest by virtue of the Merger but not including any Company Common Stock held by the Company as treasury stock or held by Merger Sub), plus (B) the number of shares of Company Common Stock attributable to the deemed conversion of all of the issued and outstanding shares of the Preferred Stock, plus (C) the number of shares of Company Common Stock issuable upon exercise of all Options (not including Options which are cancelled for no consideration pursuant to Section 2.4);
Per Share Portion means a fraction, the numerator of which is one, and the denominator of which is the sum of (i) the Closing Date Stock Amount, plus (ii) the number of shares of Class A Common issuable upon exercise of the Participating Options with an exercise price equal to or less than $6.55 per share.
Per Share Portion means a fraction, (x) the numerator of which is one, and (y) the denominator of which is (i) the total number of shares of Common Stock outstanding as of immediately prior to the Effective Time, plus (ii) the total number of shares of Common Stock that would be issued upon exercise of all outstanding Options (other than Out of the Money Options), assuming such exercise immediately prior to the Effective Time, plus (iii) the total number of shares of Common Stock that would be issued upon exercise of all outstanding Warrants (other than Out of the Money Warrants), assuming such exercise immediately prior to the Effective Time.
Per Share Portion means, as of the time of determination, a fraction (i) the numerator of which is one, and (ii) the denominator of which is equal to, without duplication, the sum of (A) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time (excluding Company Common Stock held by the Company as treasury stock), plus (B) the number of shares of Company Common Stock issuable upon the exercise of all Company Options outstanding and exercisable immediately prior to the Effective Time (after giving effect to the vesting provided for in Section 3.1(b), excluding Company Options cancelled for no Company Option Merger Consideration in accordance with Section 3.1(b)), plus (C) the number of shares of Company Common Stock issuable upon the settlement of all Company RSUs outstanding immediately prior to the Effective Time (after giving effect to the vesting provided for in Section 3.1(c), excluding Company RSUs cancelled for no Company RSU Merger Consideration in accordance with Section 3.1(c)).
Per Share Portion means, as of the time of determination, a fraction (i) the numerator of which is one, and (ii) the denominator of which is equal to, without duplication, the sum of (A) the number of shares of Company Common Stock issued and outstanding immediately