Fully Diluted Share Number means the aggregate sum of: (i) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time; (ii) the number of shares of Company Common Stock issuable upon the voluntary conversion of all of the shares of Company Preferred Stock issued and outstanding immediately prior to the Effective Time into Company Common Stock and (iii) the number of shares of Company Common Stock issuable upon exercise of all Stock Options.

Fully Diluted Share Number means (i) the aggregate number of Shares (other than Cancelled Shares) outstanding as of immediately prior to the Effective Time plus (ii) the aggregate number of Shares then subject to all In-the-Money Options and all RSUs, in each case, outstanding as of immediately prior to the Effective Time.

Examples of Fully Diluted Share Number in a sentence

For purposes of this Section 8.4, the “Per Share Holdback Amount” shall mean the Holdback Amount divided by the Fully Diluted Share Number.
A Purchaser’s “Pro Rata Share” for means the ratio of (a) the number of the Ordinary Shares issued or issuable upon conversion of the Series A Preference Shares owned by such Purchaser, to (b) the Fully Diluted Share Number.
For purposes of this Section 8.4, the “Per Share Purchase Price” shall mean the Purchase Price divided by the Fully Diluted Share Number.
Securityholders holding at least ninety percent (90%) of the Fully Diluted Share Number shall have executed and delivered to the Company the joinder agreement to be negotiated in good faith between the Company and the Target Company and agreed to prior to the Closing and all such joinder agreements shall be in full force and effect.
In this study, a pilot scale cascade reactor and a pilot scale rotating drum reactor were developed.

More Definitions of Fully Diluted Share Number

Fully Diluted Share Number means the number of shares of Company Common Stock outstanding immediately prior to the Effective Time assuming for this purpose the exercise or conversion in full of all in-the-money outstanding Company Options, whether vested or unvested (assuming for-cash exercise), and vesting of all shares of Company Restricted Stock.

Fully Diluted Share Number means the aggregate number of shares of Common Stock outstanding immediately prior to the Effective Time after giving effect to the conversion of the In-the-Money Options, In-the-Money Warrants and RSUs in accordance with Section 2.6(a) and conversion of all outstanding convertible debt instruments (for the avoidance of doubt, excluding the SAFE and the Secured Convertible Promissory Note).

Fully Diluted Share Number means the aggregate number of Shares outstanding immediately prior to the Closing.

Fully Diluted Share Number means that number of shares of the Company’s capital stock equal to the sum of (i) all shares of the Company’s capital stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all options, warrants and other convertible securities and (ii) all shares of the Company’s capital stock reserved and available for future grant under any equity incentive or similar plan. The shares of the preferred stock of the Company (the “Preferred Stock”), all of which is designated as Series Seed Preferred Stock, none of which is issued and outstanding immediately prior to the Agreement Date. There are no outstanding preemptive rights, options, warrants, conversion privileges or rights (including but not limited to rights of first refusal or similar rights), orally or in writing, to purchase or acquire any securities from the Company including, without limitation, any shares of Common Stock, or Preferred Stock, or any securities convertible into or exchangeable or exercisable for shares of Common Stock or Preferred Stock, except for (a) the conversion privileges of the Series Seed Preferred Stock pursuant to the terms of the Restated Charter and (b) the securities and rights described in this Agreement.

Fully Diluted Share Number means (i) the aggregate number of Shares of Common Stock, Series A Preferred Stock, Series B Preferred Stock and Senior Preferred Stock (other than Cancelled Shares and, with respect to the Series A Preferred Stock, Series B Preferred Stock and Senior Preferred Stock, on an as-converted basis) outstanding as of immediately prior to the Effective Time, plus (ii) the aggregate number of Shares issuable upon the exercise in full of all Options (whether vested or unvested) outstanding as of immediately prior to the Effective Time (other than any Out-of-the-Money Options that will be cancelled in accordance with the last sentence of Section 2.9(a)), plus (iii) the aggregate number of Shares issuable upon the exercise in full of the Warrants. For the avoidance of doubt, the Fully Diluted Share Number shall not include any equity awards issued by the Company at the Parent’s request pursuant to Section 2.9(e).

Fully Diluted Share Number means the number of shares of Company Common Stock outstanding immediately prior to the Effective Time plus the number of shares of Class A Common Stock into which all of the shares of Series A Preferred Stock outstanding immediately prior to the Effective Time are convertible plus the number of shares of Class A Common Stock into which all of the shares of Series B Preferred Stock outstanding immediately prior to the Effective Time are convertible plus the number of shares of Company Common Stock subject to any Company Stock Option outstanding immediately prior to the Effective Time.

Fully Diluted Share Number means the sum, without duplication and as of the Effective Time, of (a) the aggregate number of outstanding Shares (other than Shares owned by the Company which are to be cancelled in accordance with Section 2.8(a) and including (i) Restricted Stock, (ii) Shares that are subject to a repurchase option or risk of forfeiture under any restricted stock purchase agreement or other Contract, (iii) Shares subject to issuance pursuant to Options or Warrants that are exercised or RSUs that are settled prior to the Effective Time and (iv) Shares subject to issuance pursuant to the conversion prior to the Effective Time of the Company Preferred Stock), plus (b) the aggregate number of Shares issuable upon (i) the exercise in full of all outstanding Options, whether vested or unvested (other than Out-of-Money Options, which shall be excluded from the calculation of the Fully Diluted Share Number), (ii) the exercise in full of all Warrants, whether vested or unvested (other than Out-of-Money Warrants, which shall be excluded from the calculation of the Fully Diluted Share Number), (iii) the conversion in full of any outstanding convertible securities of the Company, including all Convertible Notes, and (iv) the settlement in full of any outstanding RSUs.