Purchaser Share Consideration definition

Purchaser Share Consideration means that number of Purchaser Shares issuable per New Subordinate Share in accordance with Sections 3.2(n)(iv) and 3.2(n)(vi)(F) and based on the Exchange Ratio in effect immediately prior to the Acquisition Effective Time.
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Purchaser Share Consideration means 0.6272 of a Purchaser Share per Class A Share;
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Purchaser Share Consideration means 0.6272 of a Purchaser Share for each Company Share, subject to proration in accordance with the Plan of Arrangement;
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Examples of Purchaser Share Consideration in a sentence

  • Any such election, in the case of Participating Former Securityholders electing to receive the Cash Consideration or the Purchaser Share Consideration, shall be subject to the pro-ration limitations in Section 3.02(m) and Section 3.02(n), as applicable.

  • Purchaser desires to purchase from Seller, and Seller desires to sell to Purchaser, all the Sale Shares in consideration of the issuance and delivery to Seller by Purchaser of the Purchaser Share Consideration (as defined in Section 1.01).

  • If either (a) Seller obtains and delivers to Purchaser the WHT Opinion or (b) Seller has not obtained or delivered the WHT Opinion, but Purchaser has waived in writing the condition with respect thereto in Section 6.02(e), Purchaser shall not, and shall cause its affiliates not to, make any deduction, withholding or payment to any Governmental Entity on account of a deduction or withholding with respect to the Purchaser Share Consideration delivered in the Acquisition.

  • Nanox shall instruct the Escrow Agent, by providing it with instructions in the form attached hereto as Exhibit A, within 5 business days of the date hereof, to release to the Paying Agent, for the benefit of the Equityholders, 301,375 Purchaser Share Consideration which comprise all of the remaining Purchaser Share Consideration in the Indemnity Escrow Account (together with the Settlement Issued Consideration, the “Final Settlement Consideration”).

  • No shares of Purchaser Share Consideration shall be directly or indirectly transferred or assigned by Seller (including the change of ultimate beneficiary owner of the Seller) to any party before the expiry date of Mr. Sun’s employment agreement or December 31, 2007, whichever date is later.

  • The Company and the Purchaser shall cooperate regarding providing notice to and obtaining any necessary consent or acknowledgement from such counterparties in form satisfactory to the Purchaser as to the issuance Purchaser Shares to such counterparties in lieu of Company Shares on the basis of the Purchaser Share Consideration.

  • Nanox shall issue within 5 business days of the date hereof to the Paying Agent, for the benefit of the Equityholders, 2,648,424 Purchaser Share Consideration (the “Settlement Issued Consideration”).

  • The parties hereto agree that the Purchaser shall add $[AMOUNT] to the stated capital account maintained for the common shares in the capital of the Purchaser in respect of the Purchaser Share Consideration.

  • The Purchaser shall provide the Consideration to be provided to Shareholders with the Depositary together with an irrevocable direction executed by the Purchaser authorizing and directing the Depositary to deliver the Purchaser Share Consideration to the Shareholders in accordance with the terms of the Plan of Arrangement, (each acting reasonably) to satisfy the aggregate Consideration payable to the Shareholders.

  • Fewer than 35 of the Shareholders entitled to receive Purchaser Share Consideration pursuant to Section 2.3 are not Accredited Investors (as such term is defined under Reg.


More Definitions of Purchaser Share Consideration

Purchaser Share Consideration means 4,108,831 Purchaser Common Shares (such number of Purchaser Common Shares, the “Purchase Shares”), based on the agreed upon value of $43.01 per Purchaser Common Share and $32.30 per Sale Share.
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Purchaser Share Consideration means 0.0376 of a Purchaser Share issuable as a component of the Consideration payable by the Purchaser in exchange for each Company Common Share or Company Class A Share, as the case may be, acquired pursuant to the Arrangement (and including Purchaser Shares to be issued upon exercise of Purchaser Replacement Warrants and upon exercise of the Company Indenture Warrants);
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Purchaser Share Consideration means Purchaser Shares valued at approximately $0.083, being that number of Purchaser Shares (expressed to five decimal places) as is equal to the quotient obtained when dividing the Aggregate Purchaser Share Consideration by 43,952,213.
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Purchaser Share Consideration means 20 ordinary shares as part of the total Consideration representing 20% of the total Purchaser Share as of the Closing Date.
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Purchaser Share Consideration means unregistered Ordinary Shares of Purchaser, par value ILS 0.01 per share.
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Purchaser Share Consideration means 10 ordinary shares as part of the total Consideration representing 10% of the total Purchaser Share as of the Closing Date.
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Related to Purchaser Share Consideration

  • 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;

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

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

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

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

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

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

  • Subco Shares means the common shares in the capital of Subco;

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • 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.

  • Scheme Consideration means, in respect of:

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

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

  • Pubco Shares means fully paid and non-assessable common shares of Pubco to be issued to the Selling Shareholders by Pubco upon Closing on the basis of 1 Pubco Share for 5.4935 Priveco Shares;

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

  • Sold Shares shall have the meaning specified in Section 6.

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

  • 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.

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

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Newco Shares means the common shares in the capital of Newco;

  • Purchaser Stock Price means, with respect to any Common Stock Fundamental Change, the average of the daily Closing Price for one share of the common stock received by holders of the Common Stock in such Common Stock Fundamental Change during the 10 Trading Days immediately prior to the date fixed for the determination of the holders of the Common Stock entitled to receive such common stock or, if there is no such date, prior to the date upon which the holders of the Common Stock shall have the right to receive such common stock.