Aggregate Merger Consideration definition

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

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Aggregate Merger Consideration has the meaning set forth in Section 3.1.6.

Aggregate Merger Consideration means the product of (x) the number of shares of Company Common Stock issued and outstanding (other than (i) those shares cancelled pursuant to Section 3.1(a) and (ii) Dissenting Shares) immediately prior to the Effective Time multiplied by (y) the Merger Consideration.

Examples of Aggregate Merger Consideration in a sentence

The Aggregate Merger Consideration, when issued in accordance with this Agreement, will be duly authorized and validly issued, and will be fully paid and nonassessable, and each such share comprising the Aggregate Merger Consideration shall be issued free and clear of preemptive rights and all Liens, other than transfer restrictions under applicable securities laws and the organizational or constitutive documents of Parent.
The Aggregate Merger Consideration shall be issued in compliance with all applicable securities Laws and other applicable Laws and without contravention of any other person’s rights therein or with respect thereto.
Prior to the Closing, the Company shall use reasonable best efforts to cause those persons set forth on Schedule 7.4 to enter into a Lock-Up Agreement with Parent to be effective as of the Closing, pursuant to which the shares comprising the Aggregate Merger Consideration shall be subject to a lock-up in accordance with the terms and conditions more fully set forth in the Lock-Up Agreement.
The shares comprising the Aggregate Merger Consideration and Conversion Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend, recapitalization, reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock occurring prior to the date the shares comprising the Aggregate Merger Consideration are issued.
Any portion of the Exchange Fund relating to the Aggregate Merger Consideration that remains undistributed to the Company Shareholders for two (2) years after the Effective Time shall be delivered to Parent, upon demand, and any Company Shareholders who have not theretofore complied with this Section 3.4 shall thereafter look only to Parent for their portion of the Aggregate Merger Consideration.

More Definitions of Aggregate Merger Consideration

Aggregate Merger Consideration means a number of Acquiror Common Shares equal to the quotient obtained by dividing (i) the Base Purchase Price by (ii) $10.00.

Aggregate Merger Consideration means the sum of the aggregate per share Merger Consideration plus (i) the aggregate RSU Award Payments and (ii) the aggregate PSU Award Payments.

Aggregate Merger Consideration means the sum of the Aggregate Cash Consideration, plus the Aggregate Stock Consideration.

Aggregate Merger Consideration means the aggregate Per Share Merger Consideration payable pursuant to this Agreement to Participating Securityholders.

Aggregate Merger Consideration means the sum of (A) the aggregate Series A Merger Consideration owed in respect of all shares of Series A Preferred Stock outstanding at the Effective Time, (B) the aggregate Common Merger Consideration owed in respect of all shares of Common Stock outstanding at the Effective Time and (C) the aggregate Option Consideration owed in respect of Company Stock Options pursuant to Section 2.3.

Aggregate Merger Consideration means, together, the Cash Consideration and the Stock Consideration.

Aggregate Merger Consideration means the Cash Merger Consideration and the Equity Merger Consideration, in the aggregate.