Adjustment to Aggregate Stock Consideration Sample Clauses
Adjustment to Aggregate Stock Consideration. The Aggregate Stock Consideration shall be adjusted appropriately to reflect the effect of any stock split, reverse stock split, stock dividend (including any dividend or other distribution of securities convertible into PTAC Common Shares), reorganization, recapitalization, reclassification, combination, exchange of shares or other like change with respect to the number of PTAC Common Shares outstanding after the date hereof and prior to the Effective Time so as to provide the Pre-Closing Holders with the same economic effect as contemplated by this Agreement prior to such event and as so adjusted shall, from and after the date of such event, be the Aggregate Stock Consideration.
Adjustment to Aggregate Stock Consideration. In the event that ------------------------------------------- the Aggregate Cash Consideration, as adjusted pursuant to subclause (a) above, equals $3,000,000, any additional increases to the Merger Consideration required pursuant to this Section 2.7 shall be made by increasing the Aggregate Stock Consideration as follows: for every $1.00 or part thereof that increases to the Merger Consideration required pursuant to this Section 2.7 would otherwise cause the Aggregate Cash Consideration to exceed $3,000,000, the Parent shall deliver to the Exchange Agent an aggregate of 0.01063829787 shares of Parent Common Stock for delivery to the Shareholders. The Exchange Agent shall distribute the additional shares of Parent Common Stock to each of the Shareholders in the same proportion as the portion of the Aggregate Stock Consideration that is to be received by each such Shareholder bears to the Aggregate Stock Consideration. Fractional shares of Parent Common Stock will not be issued. Each Shareholder who would otherwise be entitled to receive a fractional interest in a share of Parent Common Stock shall receive a cash distribution in lieu of such fractional share in the amount obtained by multiplying such fraction by $94.
Adjustment to Aggregate Stock Consideration. In the event that ------------------------------------------- the Estimated Closing Date Liabilities exceed $3,000,000, the Aggregate Stock Consideration shall be reduced by 0.01063829787 shares of Parent Common Stock for every $1.00 or part thereof by which the Estimated Closing Date Liabilities exceed $3,000,000.