Adjusted Ownership Percentage has the meaning set forth in Section 4.3(c).
Adjusted Ownership Percentage means, with respect to each Integrated Region, (i) a fraction (expressed as a percentage) the numerator of which is such Integrated Region’s Adjusted Net Income Amount and the denominator of which is the Aggregate Adjusted Net Income Amount multiplied by (ii) 0.916.
Adjusted Ownership Percentage shall initially be equal to twenty four and nine-tenths percent (24.9%) and, upon each Transfer of shares of Common Stock by a ZHG Entity that (A) is to a Person other than another ZHG Entity and (B) occurs when the aggregate Total Share Ownership of the ZHG Entities, as a percentage of the total number of outstanding shares of Common Stock is less than or equal to twenty four and nine-tenths percent (24.9%) or causes such percentage to be less than twenty four and nine-tenths percent (24.9%), shall be reduced by a percentage (the “Reduction Percentage”) equal to the percentage of the total number of outstanding shares of Common Stock that such Transfer of shares of Common Stock constituted, but in no event shall a Reduction Percentage be greater than the difference between twenty four and nine-tenths percent (24.9%) and the aggregate Total Share Ownership of the ZHG Entities, as a percentage of the total number of outstanding shares of Common Stock, following such Transfer. For purposes of this Section 4.3(c), the total number of shares of Common Stock outstanding at any time shall be the number specified in the latest of (i) the most recent SEC filing of the Company disclosing the total number of shares of Common Stock outstanding or (ii) a written notice from the Company, which will be provided to ZHG as soon as reasonably practicable upon a written request therefor from ZHG following any New Issuance or Stock Acquisition.
Examples of Adjusted Ownership Percentage in a sentence
For the avoidance of doubt, the number “RMB81,100,000” used in the above formula reflects a predetermined adjustment to the Combined Year 2/3 Milestone for purposes of calculating the Combined Year 2/3 Adjusted Ownership Percentage.
If the Average Closing Price is less than $3.75, the Adjusted Ownership Percentage shall equal to $9,068,823 divided by the valuation of 8x8 as determined by the number of shares of 8x8 Common Stock outstanding prior to the Share Exchange, which number is 15,425,752, multiplied by the Average Closing Price.
The Adjusted Ownership Percentage is the Value of the Company divided by the sum of the Value of the Company and the Adjusted Value of Parent.
Revenue and cost of goods sold associated with the contracts were recorded on a gross basis but should have been recorded on a net basis.
If, at any time following the Closing Date, the Subscriber Nominee Right Adjusted Ownership Percentage is less than 10% for a period of 10 consecutive Business Days, the Company will forthwith give written notice thereof to the Subscriber.
More Definitions of Adjusted Ownership Percentage
Adjusted Ownership Percentage means, with respect to each Entitled Party, the percentage corresponding to (a) the number of shares of Common Stock of the Company owned by such Entitled Party as of the date of this Agreement divided by (b) the aggregate number of shares of Common Stock of the Company owned by all Entitled Parties as of the date of this Agreement.
Adjusted Ownership Percentage shall initially be equal to ten percent (10%) and, upon each Transfer of Common Shares by an Investor or its Affiliates that (A) is to a Person other than such Investor or its Affiliates and (B) occurs when the aggregate Total Share Ownership of such Investor and its Affiliates, as a percentage of the total number of outstanding Common Shares is less than or equal to ten percent (10%) or causes such percentage to be less than ten percent (10%), shall be reduced by a percentage (the “Reduction Percentage”) equal to the percentage of the total number of outstanding shares of Common Shares that such Transfer of shares of Common Shares constituted, but in no event shall a Reduction Percentage be greater than the difference between ten percent (10%) and the aggregate Total Share Ownership of such Investor and its Affiliates, as a percentage of the total number of outstanding Common Shares, following such Transfer. For purposes of this Section 4.3(c), the total number of Common Shares outstanding at any time shall be the number specified in the latest of (i) the most recent SEC filing of the Company disclosing the total number of Common Shares outstanding or (ii) a written notice from the Company, which will be provided to the Investors as soon as reasonably practicable upon a written request therefor from the Investors following any New Issuance or Acquisition. For the avoidance of doubt, Section 4.3(a) shall continue to apply except to the extent such provisions would prevent an Investor Party from taking the actions expressly permitted by this Section 4.3(c).
Adjusted Ownership Percentage means a percentage, expressed as a fraction the numerator of which is the Value of the Company and the denominator of which is the sum of the Value of the Company and the Adjusted Value of Parent.
Adjusted Ownership Percentage of Centerview means a percentage equal to (A) the number of Common Series A Units of the Partnership held by the Centerview Investors or their Permitted Transferees divided by (B) the aggregate number of Common Series A Units of the Partnership held by all Sponsors and their Permitted Transferees, in each case, as of the date of measurement, and (ii) “Effective Date” shall mean the first date (on or after the date hereof) on which the Agreement provides that (A) the Annual Fee exceeds $4,000,000, solely to the extent that any Sponsor as of the date hereof would be entitled to receive an amount greater than the amounts any Sponsor as of the date hereof is entitled to receive in respect of the Annual Fee as of the date hereof, (B) the payment due in the event of a Change of Control or a Public Offering Event pursuant to the second sentence of Section 3.1 of the Agreement exceeds $4,000,000, solely to the extent that any Sponsor as of the date hereof would be entitled to receive an amount greater than the amounts any Sponsor as of the date hereof would be entitled to receive in such circumstances as of the date hereof or (C) any fees other than those described in the preceding clause (A) or clause (B), but not reasonable expense reimbursements, shall be payable to the Sponsors as of the date hereof (or to Centerview) pursuant to the Agreement.
Adjusted Ownership Percentage means, as of any date of determination, with respect to any Stockholder having an Ownership Interest of greater than 1% (other than any Employee Stockholder or Other Stockholder), the percentage calculated for such Stockholder by dividing (a) the aggregate number of Shares (calculated on an As Converted basis) held by such Stockholder on such date by (b) the aggregate number of all then issued and outstanding Shares (calculated on an As Converted basis) held by all such Stockholders having an Ownership Interest of greater than 1% (other than an Employee Stockholder) (calculated on an As Converted basis).
Adjusted Ownership Percentage with respect to any Seller shall mean, expressed as a percentage, the quotient of (A) the number of shares of Common Stock held by such Seller immediately prior to the Effective Time (including the number of shares of Common Stock issuable upon the exercise of any Warrants held by such Seller, less the number of Rolled-Over Shares held by such Seller and (B) the Adjusted Share Number, rounded to the nearest 0.0001.
Adjusted Ownership Percentage has the meaning set forth in Section 3.1.