Share Ratio Sample Clauses

Share Ratio. “Share Ratio” shall mean the quotient, calculated to five decimal places, obtained by dividing (x) the Offer Price by (y) the Parent Share Price at the Effective Time, provided that if the Parent Share Price at the Effective Time is lower than the Parent Share Price on the date of this Agreement, the Share Ratio shall be obtained by dividing (a) the Offer Price by (b) the Parent Share Price on the date of this Agreement.
Sample 1Sample 2
AutoNDA by SimpleDocs
Share Ratio. Seller (or, alternatively, all of Seller's Shareholders in the aggregate) shall receive such a number of shares of common stock in Buyer's Parent as shall be necessary such that, immediately after the Closing, the total number of issued and outstanding shares of common stock in Buyer's Parent owned by Persons other than Seller (or, alternatively, all of Seller's Shareholders in the aggregate) and other than the Financial Partner, is 150% of the number of such shares owned by Seller (or, alternatively, all of Seller's Shareholders in the
Sample 1
Share Ratio. Party A, B and C will provide US$ 3 million as the Joint Venture Company's registered capital, in which: 10.1 Party A will contribute US$1.824 million (60.8%). Party B will invest US$0.90 million (30%)and Party C will invest US$0.276 million (9.2%). The capital payment responsibility of each Joint Venture party will be equal to their capital contribution.
Sample 1
Share Ratio. Article 25 After the completion of the Share Transfer, Party B shall have 51%, and Party C 49% of the JV Company's equity. Article 26 After the completion of industry and commerce registration procedures such as QSRD's change of shareholder procedure, the two Parties may choose one of the three following approaches to make further investment on QSRD as required for its subsequent coking, coal mining and refining projects, etc.: 1. The Party B and Party C may continue to invest according to their share ratios. The share ratios of Party B and C in the JV Company, respectively 51% and 49%, shall remain unchanged. 2. Party B and Party C may authorize their holding subsidiaries or affiliates to invest according to their share ratios. The share ratios of Party B and C in the JV Company, respectively 51% and 49%, shall remain unchanged. The rights and obligations of the involved Parties will be negotiated at that time. 3. If both Party B and its holding subsidiaries or affiliates fail to make further investment, after both Party’s negotiation and agreement, Party C may choose to make further investment unilaterally (assuming the continued investment amount to be X), at which point the share ratios of the two Parties in the JV Company shall be recalculated and adjusted in the following manner according to their actual contribution amount: The share ratio of Party B in the JV Company shall be 4600/ (X+9000), The share ratio of Party C in the JV Company shall be 4400/ (X+9000). Under such circumstances, if the unilateral continued investment of Party C reaches the aggregate amount of 140 million yuan, the share ratios of the Party A and Party B in the JV Company shall undergo corresponding adjustment. After the aggregate investment amount of Party C has reached 140 million yuan, and furthermore the share ratio of Party B to 20%, and Party C to 80%, if Party C is willing to make further investment, even if Party B no longer follow suit, Party C agrees that the share ratios of Party B in the JV Company shall remain at 20%, and shall not be diluted due to Party C's further unilateral investment. Under such circumstances, the subsequent investment of Party C (excluding the 44 million yuan share transfer price herein and 140 million yuan subsequent investment thereafter) may be fully contributed to the JV Company in the form of shareholder's loans. Party B agrees that Party C may charge appropriate interest on such loans, and that Party C shall have priority in achieving...
Sample 1
Share Ratio. As of the date hereof, each share of IB Common Stock that is converted into shares of SAB Common Stock shall be converted at a rate of 6.4463 shares of SAB Common Stock per share of IB Common Stock, subject to adjustment pursuant to Section 2.4(d) hereof.
Sample 1

Related to Share Ratio

  • Capitalization Ratio Permit the ratio of Consolidated Debt of the Borrower to Consolidated Capital of the Borrower to exceed .58 to 1.00.

  • Exchange Ratio The Company shall promptly give public notice of any such exchange; provided, however, that the failure to give, or any defect in, such notice shall not affect the validity of such exchange. The Company promptly shall mail a notice of any such exchange to all of the holders of such Rights at their last addresses as they appear upon the registry books of the Rights Agent. Any notice which is mailed in the manner herein provided shall be deemed given, whether or not the holder receives the notice. Each such notice of exchange will state the method by which the exchange of Units of Preferred Stock for Rights will be effected and, in the event of any partial exchange, the number of Rights which will be exchanged. Any partial exchange shall be effected pro rata based on the number of Rights (other than Rights which have become void pursuant to the provisions of Section 7(e) hereof) held by each holder of Rights.

  • Conversion Ratio The “Conversion Ratio” for each share of Series A Preferred Stock shall be equal to the Stated Value divided by the Conversion Price.

  • Debt to Capitalization Ratio As of the last day of each fiscal quarter of the Borrower, the Debt to Capitalization Ratio shall be less than or equal to 0.70 to 1.0.

  • Adjustment in Number of Shares Upon each adjustment of the Exercise Price pursuant to the provisions of this Paragraph 4, the number of shares of Common Stock issuable upon exercise of this Warrant shall be adjusted by multiplying a number equal to the Exercise Price in effect immediately prior to such adjustment by the number of shares of Common Stock issuable upon exercise of this Warrant immediately prior to such adjustment and dividing the product so obtained by the adjusted Exercise Price.

  • Adjustments to Number of Shares The number of shares of Common Stock subject to this Option shall be adjusted to take into account any stock splits, stock dividends, recapitalization of the Common Stock as provided in the Stock Option Plan.

  • Adjustment of Warrant Price and Number of Shares The number and kind of securities purchasable upon the exercise of this Warrant and the Warrant Price shall be subject to adjustment from time to time upon the occurrence of certain events, as follows:

  • Adjustment of Number of Shares Upon each adjustment in the Warrant Price, the number of Shares of Series Preferred purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of Shares purchasable immediately prior to such adjustment in the Warrant Price by a fraction, the numerator of which shall be the Warrant Price immediately prior to such adjustment and the denominator of which shall be the Warrant Price immediately thereafter.

  • Adjustment in Number of Warrant Shares When any adjustment is required to be made in the Purchase Price pursuant to subsections 2(a) or 2(b), the number of Warrant Shares purchasable upon the exercise of this Warrant shall be changed to the number determined by dividing (i) an amount equal to the number of shares issuable upon the exercise of this Warrant immediately prior to such adjustment, multiplied by the Purchase Price in effect immediately prior to such adjustment, by (ii) the Purchase Price in effect immediately after such adjustment.

  • Current Ratio The Borrower will not permit, as of the last day of any fiscal quarter, its ratio of (i) consolidated current assets (including the unused amount of the total Commitments, but excluding non-cash assets under FAS 133) to (ii) consolidated current liabilities (excluding non-cash obligations under FAS 133 and current maturities under this Agreement) to be less than 1.0 to 1.0.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!