Adjusted Share Consideration definition

Adjusted Share Consideration means the number of shares of Parent Common Stock determined bydividing (a) the Adjusted Share Consideration Value by (b) the Collared Stock Price.
Adjusted Share Consideration means the number of shares of Parent Common Stock determined by dividing (a) the Adjusted Share Consideration Value by (b) the Collared Stock Price.
Adjusted Share Consideration means that number of shares of GEE Common Stock determined by subtracting the RC Shares from the Share Consideration.”

Examples of Adjusted Share Consideration in a sentence

  • In their failure to prove this parallel postulate, Ibn al-Haytham, Omar Khayyam, Giovanni Saccheri, and Johann Lambert unknowingly made important contributions to a new, non-Euclidean, geometry, using quadrilaterals in their quest for answers to the proof.

  • Any payments made to a Shareholder or Participating Optionholder pursuant to this Section 1.5 will be treated as adjustments to the Adjusted Share Consideration or Vested Option Consideration, as applicable, for Tax purposes and such agreed treatment will govern for purposes of this Agreement, unless otherwise required by law.

  • Any payments made to a Parent Indemnified Party or a Shareholder pursuant to any indemnification obligations under this Article VIII will be treated as adjustments to the Adjusted Share Consideration for Tax purposes and such agreed treatment will govern for purposes of this Agreement, unless otherwise required by law.

  • If the Stockholder Representative do not agree with the VWAP Statement, or cannot agree on the Adjusted Share Consideration within such fifteen (15) day period, he shall deliver a written objection to Parent that shall specify in reasonable detail the basis for the objection and a computation of the VWAP and/or Adjusted Share Consideration asserted by the Stockholder Representative (the “VWAP Objection”).


More Definitions of Adjusted Share Consideration

Adjusted Share Consideration means an amount equal to the Total Share Consideration, less (x) the amount of the Unvested Option Consideration and less (y) the amount of the Vested Option Consideration.

Related to Adjusted Share Consideration

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Share Consideration has the meaning given to it in Section 2.2;

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Base Consideration has the meaning set forth in Section 1.2.

  • Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

  • Scheme Consideration means, in respect of:

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing.

  • Final Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Final Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • Applicable Stock Price means, in respect of a Conversion Date, the average of the Closing Sale Prices per share of Common Stock over the five-Trading Day period starting the third Trading Day following such Conversion Date.

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Common Stock Price means, with respect to the Company and each of the Peer Companies, as of a particular date, the average of the Fair Market Value over the 15 consecutive trading days ending on, and including, such date (or, if such date is not a trading day, the most recent trading day immediately preceding such date); provided, however, that if such date is the date upon which a Transactional Change of Control occurs, the Common Stock Price of a share of common stock as of such date shall be equal to the fair value, as determined by the Committee, of the total consideration paid or payable in the transaction resulting in the Transactional Change of Control for one share of Common Stock.

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • Earnout Consideration has the meaning specified in Section 2.05(a).

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Parent Stock Price means the average of the volume weighted averages of the trading prices of Parent Common Stock on the NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the five (5) consecutive trading days ending on the trading day that is two (2) trading days prior to the Closing Date.

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $100,000,000, your Sale Bonus would be $100,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Common Share Price means the volume weighted average per share trading price of the Common Shares on the TSX for the 10 consecutive Trading Day period ending on the Trading Day immediately before the occurrence of a Trigger Event, or if the Common Shares are not then listed on the TSX, the principal stock exchange on which the Common Shares are then listed or quoted (being the stock exchange with the greatest volume of trading in the Common Shares during the previous six months), or if such shares are not listed or quoted on any stock exchange, or if no such trading prices are available, the Floor Price.