Common use of Basic Purchase Consideration Clause in Contracts

Basic Purchase Consideration. At the Closing, by virtue of ---------------------------- the Merger and without any action on the part of the holders thereof, the outstanding shares of capital stock, consisting of 1,574.2869 shares of common stock, par value $1.00 per share of the Company (the "COMPANY STOCK") shall be converted into the right to receive: (a) that number of shares of CenterPoint common stock, par value $.01 per share (the "CENTERPOINT COMMON STOCK") determined in accordance with the formula in Schedule 2.1 (the "STOCK ------------ CONSIDERATION") and (b) the amount of cash in Schedule 2.1 (the "CASH ------------ CONSIDERATION"). The sum of the Cash Consideration and the Stock Consideration is herein referred to as "BASIC PURCHASE CONSIDERATION."

Appears in 1 contract

Samples: Merger Agreement (Centerpoint Advisors Inc)

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Basic Purchase Consideration. At the Closing, by virtue of ---------------------------- the Merger and without any action on the part of the holders thereof, the outstanding shares of capital stock, consisting of 1,574.2869 18,830 shares of common stock, par value $1.00 0.01 per share share, of the Company (the "COMPANY STOCK") shall be converted into the right to receive: (a) that number of shares of CenterPoint common stock, par value $.01 per share (the "CENTERPOINT COMMON STOCK") determined in accordance with the formula in Schedule 2.1 (the "STOCK ------------ CONSIDERATION") and (b) the amount of cash in Schedule 2.1 (the "CASH ------------ CONSIDERATION"). The sum of the Cash Consideration and the Stock Consideration is herein referred to as "BASIC PURCHASE CONSIDERATION."

Appears in 1 contract

Samples: Merger Agreement (Centerpoint Advisors Inc)

Basic Purchase Consideration. At the Closing, by virtue of the ---------------------------- the Merger and without any action on the part of the holders holder thereof, the outstanding shares of capital stock, consisting of 1,574.2869 2,900 shares of common stock, no par value $1.00 per share value, of the Company (the "COMPANY STOCK") shall be converted into the right to receive: (a) that number of shares of CenterPoint common stock, par value $.01 per share (the "CENTERPOINT COMMON STOCK") determined in accordance with the formula in Schedule 2.1 (the "STOCK ------------ CONSIDERATION") and (b) the amount of cash ------------ in Schedule 2.1 (the "CASH ------------ CONSIDERATION"). The sum of the Cash Consideration ------------ and the Stock Consideration is herein referred to as "BASIC PURCHASE CONSIDERATION."

Appears in 1 contract

Samples: Merger Agreement (Centerpoint Advisors Inc)

Basic Purchase Consideration. At the Closing, by virtue of the ---------------------------- the Merger and without any action on the part of the holders holder thereof, the outstanding shares of capital stock, consisting of 1,574.2869 15,000 shares of common stockstock of the Company, no par value $1.00 per share of the Company (the "COMPANY STOCK") ), shall be converted into the right to receive: (a) that number of shares of CenterPoint common stock, par value $.01 per share (the "CENTERPOINT COMMON STOCK") determined in accordance with the formula in Schedule 2.1 ------------ (the "STOCK ------------ CONSIDERATION") and (b) the amount of cash in Schedule 2.1 (the ------------ "CASH ------------ CONSIDERATION"). The sum of the Cash Consideration and the Stock Consideration is herein referred to as "BASIC PURCHASE CONSIDERATION."

Appears in 1 contract

Samples: Merger Agreement (Centerpoint Advisors Inc)

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Basic Purchase Consideration. At the Closing, by virtue of the ---------------------------- the Merger and without any action on the part of the holders thereof, the outstanding shares of capital stock, consisting of 1,574.2869 10,150 shares of Class A common stock, par value $1.00 per share share, and zero (0) shares of Class B common stock, par value $1.00 per share, of the Company (collectively, the "COMPANY STOCK") shall be converted into the right to receive: (a) that number of shares of CenterPoint common stock, par value $.01 per share (the "CENTERPOINT COMMON STOCK") ), determined in accordance with the formula in Schedule 2.1 (the "STOCK ------------ CONSIDERATION") and (b) the amount of cash in Schedule 2.1 (the "CASH ------------ CONSIDERATION"). The sum of the Cash Consideration and the Stock Consideration is herein referred to as "BASIC PURCHASE CONSIDERATION."

Appears in 1 contract

Samples: Merger Agreement (Centerpoint Advisors Inc)

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