Cash Election Shares. If the aggregate number of Company Common Shares covered by Cash Elections (the "CASH ELECTION SHARES") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount and (B) a fraction (the "CASH FRACTION"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune Common Shares equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
Appears in 3 contracts
Samples: Merger Agreement (Stinehart William Jr), Merger Agreement (Tribune Co), Merger Agreement (Stinehart William Jr)
Cash Election Shares. If the aggregate number of shares of Company Common Shares Stock covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (Aa) the Per Share Cash Amount Consideration and (Bb) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune shares of Parent Common Shares Stock equal to the product of (Aa) the Common Exchange Ratio and (Bb) a fraction equal to one minus the Cash Fraction.
Appears in 3 contracts
Samples: Merger Agreement (Northeast Utilities System), Merger Agreement (Energy East Corp), Merger Agreement (Northeast Utilities System)
Cash Election Shares. If the aggregate number of shares of Company Common Shares Stock covered by Cash Elections (the "CASH ELECTION SHARES") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount Consideration and (B) a fraction (the "CASH FRACTION"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune shares of Parent Common Shares Stock equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
Appears in 2 contracts
Samples: Merger Agreement (RGS Energy Group Inc), Merger Agreement (Energy East Corp)
Cash Election Shares. If the aggregate number of shares of Company Common Shares Stock covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount Consideration and (B) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune shares of Parent Common Shares Stock equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
Appears in 2 contracts
Samples: Merger Agreement (CTG Resources Inc), Merger Agreement (Energy East Corp)
Cash Election Shares. If the aggregate number of Company Common Shares covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (Aa) the Per Share Cash Amount Price and (Bb) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune Nipsco Common Shares equal to the product of (Aa) the Common Exchange Ratio and (Bb) a fraction equal to one minus the Cash Fraction.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nipsco Industries Inc), Merger Agreement (Bay State Gas Co /New/)
Cash Election Shares. If the aggregate number of Company Common Shares covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount and (B) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune Common Shares equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
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Cash Election Shares. If the aggregate number of Company Common Shares covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount Consideration and (B) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, Shares and (ii) a number of Tribune Common Parent Class A Shares equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
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Cash Election Shares. If the aggregate number of shares of -------------------- Company Common Shares Stock covered by Cash Elections (the "CASH ELECTION SHARESCash Election Shares") exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (Aa) the Per Share Cash Amount Consideration and (Bb) a fraction (the "CASH FRACTIONCash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (ii) a number of Tribune shares of Parent Common Shares Stock equal to the product of (Aa) the Common Exchange Ratio and (Bb) a fraction equal to one minus the Cash Fraction.
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Cash Election Shares. If the aggregate number of Company Common Shares covered by Cash Elections (the "CASH ELECTION SHARES"“Cash Election Shares”) exceeds the Cash Election Number, each Cash Election Share shall be converted into (i) the right to receive an amount in cash, without interest, equal to the product of (A) the Per Share Cash Amount Consideration and (B) a fraction (the "CASH FRACTION"“Cash Fraction”), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, Shares and (ii) a number of Tribune Common Parent Class A Shares equal to the product of (A) the Common Exchange Ratio and (B) a fraction equal to one minus the Cash Fraction.
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