Proportionate Percentage definition

Proportionate Percentage means the percentage that expresses the ratio of (x) the number of issued and outstanding shares of capital stock of the Company (on an as converted basis) then owned of record by such stockholder over (y) the aggregate number of outstanding shares of capital stock of the Company (on an as converted basis).

Proportionate Percentage has the meaning set forth in Section 4.2(a) of this Agreement.

Proportionate Percentage means, with respect to any Holder, a fraction (expressed as a percentage) the numerator of which is the total number of shares of Common Stock held by such Holder (including any shares of Common Stock that such Holder purchases pursuant to any Award exercised in connection with the applicable Section 4.2 Transaction) and the denominator of which is the total number of shares of Common Stock outstanding at the time of determination (including any shares of Common Stock that such Holder purchases pursuant to any Award exercised in connection with the applicable Section 4.2 Transaction).

Examples of Proportionate Percentage in a sentence

• Each Preemptive Rights Member shall have the right, during the Preemptive Rights Election Period, to elect to purchase any or all of its Proportionate Percentage of the New Securities at the purchase price and on the terms set stated in the Preemptive Offer Notice.

• The New Issuance Notice shall state (a) the number of shares of New Securities proposed to be issued and sold and the terms of such New Securities, (b) the proposed purchase price per share of the New Securities that the Company is willing to accept (the “Proposed Price”) and the terms and conditions of the purchase of such New Securities, (c) the proposed date on which the New Securities will be sold (the “New Issuance Closing Date”), and (d) the Holder’s Proportionate Percentage (as defined below).

• To the extent New Securities are not purchased pursuant to Section 5.1 of this Agreement, the Company hereby grants to each Right Holder, the, but not the obligation, to purchase its Proportionate Percentage of all (or any part of) any New Securities not sold to Right Holders pursuant to Section 5.1 of this Agreement that the Company proposes to sell or issue.

• Furthermore, each individual Management Holder agrees to cause his or her spouse (and any subsequent spouse) to execute and deliver, upon the request of the Company, a counterpart of this Agreement, or an Adoption Agreement substantially in the form of Exhibit A or in a form satisfactory to the Company and each Principal Stockholder whose Proportionate Percentage is 5% or more.

• Each Preemptive Rights Holder shall have the right, during the Election Period, to elect to purchase any or all of its Proportionate Percentage of the New Securities at the purchase price and on the terms stated in the Preemptive Offer Notice.

More Definitions of Proportionate Percentage

Proportionate Percentage of an Investor means a fraction of which (a) the numerator is the number of then outstanding Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares (calculated on a fully-diluted, as-converted basis) held by such Investor and (b) the denominator is the total number of all outstanding Common Share Equivalents of the Company.

Proportionate Percentage means, with respect to any Person at the time of an event, a fraction (expressed as a percentage) the numerator of which is the total number of outstanding Class A Shares beneficially owned by such Person’s Ultimate Parent Entity or any of its Controlled Affiliates, in each case at such time, and the denominator of which is the total number of outstanding Class A Shares at such time.

Proportionate Percentage has the meaning set forth in Section 3.3(d).

Proportionate Percentage for the purposes of this Section shall mean the quotient obtained by dividing: (A) the Warrant Stock held by such Section 10 Offeree (assuming for purposes of this Section 10 that all issued and outstanding Warrants have been exercised) on the date of the Section 10 Offer, by (B) the Warrant Stock issued and outstanding on the date of the Section 10 Offer.

Proportionate Percentage means, with respect to any Holder at any time, the quotient obtained by dividing (a) the aggregate number of Warrant Shares then held by such Holder by (b) the total number of shares of Common Stock then outstanding (on a Fully-Diluted Basis).

Proportionate Percentage in Section 7.1 shall mean, that percentage figure which expresses the ratio which (i) the number of shares of Common Stock then owned by the Investor bears to (ii) the aggregate number of shares of Common Stock (a) outstanding and (b) issuable upon conversion or exercise of securities which are then convertible into or exercisable for Common Stock. For purposes of the computation required under this Section 7.4, the Investor shall be treated as having converted or exercised all securities which are convertible into or exercisable for shares of Common Stock at the rate at which such securities are convertible into or exercisable for Common Stock at the time of such computation.

Proportionate Percentage means, with respect to a Stockholder, a ------------------------ fraction (expressed as a percentage) the numerator of which is the number of Common Equivalents held by such Stockholder and the denominator of which is (i) in a situation where the Proportionate Percentage is being calculated with respect to all Stockholders, the total number of Common Equivalents outstanding at the time in question and (ii) in a situation where the Proportionate Percentage is being calculated with respect to a group of Stockholders, the total number of Common Equivalents held by the members of such group.