Aggregate Warrant Consideration definition

Aggregate Warrant Consideration means the aggregate amount of Warrant Consideration payable to all Warrantholders pursuant to Section 2.03(b)(iii).
Sample 1
Aggregate Warrant Consideration means the product of (a) the outstanding Company Warrants at the Effective Time multiplied by (b) the Per Warrant Consideration.
Sample 1Sample 2
Aggregate Warrant Consideration means 6,266,667 Acquiror Stock Warrants to be issued to holders of Company Capital Stock at the Closing.
Sample 1Sample 2

Examples of Aggregate Warrant Consideration in a sentence

  • Additionally, each holder of Legacy Complete Solaria Capital Stock received Complete Solaria Warrants equal to a portion of the Aggregate Warrant Consideration, calculated on a pro rata basis based on the percentage interest of issued and outstanding shares of Legacy Complete Solaria Capital Stock held by the holder of such share of Legacy Complete Solaria Capital Stock.

  • For the avoidance of doubt, notwithstanding any provision herein to the contrary: (i) in no event will the Purchaser be required to pay more than the Closing Cash Consideration or to issue more than the Closing Stock Consideration or the Aggregate Warrant Consideration in the Merger; and (ii) all calculations described in this Section 1.6 will be calculated and rounded to five decimal places.

  • Upon receipt of the Aggregate Warrant Consideration, the Warrants shall be cancelled and retired and shall cease to exist.

  • The Aggregate Share Consideration, the Aggregate Warrant Consideration and the Aggregate Option Consideration shall be cash, denominated in Canadian dollars in same day funds payable.

  • Any interest on the deposit or holding of the Aggregate Warrant Consideration or the Aggregate Option Consideration shall belong to the Company.

  • Concurrently with the execution of this Agreement, Purchaser and GECC shall enter into the Warrant Purchase Agreement in the form of Exhibit C attached hereto (the "Warrant Purchase Agreement"), providing for Purchaser's purchase of GECC's warrants to purchase Common Stock of the Company (the "Warrants") for the Aggregate Warrant Consideration referred to in Section 2.3.4 in accordance with the terms of the Warrant Purchase Agreement.


More Definitions of Aggregate Warrant Consideration

Aggregate Warrant Consideration shall have the meaning ascribed thereto in Section 2.4(a)(ii);
Sample 1
Aggregate Warrant Consideration means eight hundred and fifty thousand (850,000) Holdco Common Shares (subject to adjustment as provided in the Warrants and Deducted Warrants).
Sample 1
Aggregate Warrant Consideration means an amount equivalent to the Warrant Consideration multiplied by the number of the Warrants held by Oceania as at the date of this Agreement.
Sample 1
Aggregate Warrant Consideration means warrants to purchase an aggregate of 2,000,000 shares of Purchaser Common Stock at a per share exercise price equal to $11.88, each represented by a Warrant.
Sample 1
Aggregate Warrant Consideration means the aggregate amount of Warrant Consideration payable in respect of all Warrants outstanding immediately prior to the Effective Time, calculated assuming that all Warrants are exercised using “cashless exercise”.
Sample 1

Related to Aggregate Warrant Consideration

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

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

  • Current Warrant Price means, in respect of a share of Common Stock at any date herein specified, the price at which a share of Common Stock may be purchased pursuant to this Warrant on such date.

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

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

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

  • Warrant Value means the fair value of all warrants, options and other similar rights issued to a third party in connection with an Other Financing, determined by using a standard Black-Scholes option-pricing model using an expected volatility percentage as shall be mutually agreed by the Investor and the Company. In the case of a dispute relating to such expected volatility assumption, the Investor shall obtain applicable volatility data from three investment banking firms of nationally recognized reputation, and the parties hereto shall use the average thereof for purposes of determining the expected volatility percentage in connection with the Black-Scholes calculation referred to in the immediately preceding sentence. EXHIBIT A TO THE COMMON STOCK PURCHASE AGREEMENT FORM OF FIXED REQUEST NOTICE Reference is made to the Common Stock Purchase Agreement dated as of October 30, 2008, (the “Purchase Agreement”) between Dyax Corp., a corporation organized and existing under the laws of the State of Delaware (the “Company”), and Azimuth Opportunity Ltd., an international business company incorporated under the laws of the British Virgin Islands. Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Purchase Agreement. In accordance with and pursuant to Section 2.1 of the Purchase Agreement, the Company hereby issues this Fixed Request Notice to exercise a Fixed Request for the Fixed Request Amount indicated below. Fixed Amount Requested: Optional Amount Dollar Amount: Pricing Period start date: Pricing Period end date: Settlement Date: Fixed Request Threshold Price: Optional Amount Threshold Price: Dollar Amount of Common Stock Currently Unissued under the Registration Statement; Dollar Amount of Common Stock Currently Available under the Aggregate Limit: Dated: By: Name Title: Address: Facsimile No. AGREED AND ACCEPTED By: Name Title: EXHIBIT B TO THE COMMON STOCK PURCHASE AGREEMENT FORM OF OPTIONAL AMOUNT NOTICE To: Fax#: Reference is made to the Common Stock Purchase Agreement dated as of October 30, 2008 (the “Purchase Agreement”) between Dyax Corp., a corporation organized and existing under the laws of the State of Delaware (the “Company”), and Azimuth Opportunity Ltd., an international business company incorporated under the laws of the British Virgin Islands (the “Investor”). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Purchase Agreement. In accordance with and pursuant to Section 2.1 of the Purchase Agreement, the Investor hereby issues this Optional Amount Notice to exercise an Optional Amount for the Optional Amount Dollar Amount indicated below. Optional Amount Dollar Amount Exercised Number of Shares to be purchased VWAP on the date hereof: Discount Price: Settlement Date: Threshold Price: Dated: By: Name Title: Address: Facsimile No. EXHIBIT C TO THE COMMON STOCK PURCHASE AGREEMENT CERTIFICATE OF THE COMPANY CLOSING CERTIFICATE 200 The undersigned, the [ ] of Dyax Corp., a corporation organized and existing under the laws of the State of Delaware (the “Company”), delivers this certificate in connection with the Common Stock Purchase Agreement, dated as of October 30, 2008 (the “Agreement”), by and between the Company and Azimuth Opportunity Ltd., an international business company incorporated under the laws of the British Virgin Islands (the “Investor”), and hereby certifies on the date hereof that (capitalized terms used herein without definition have the meanings assigned to them in the Agreement):

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

  • Aggregate Consideration has the meaning set forth in Section 11.6(C).

  • 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.

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

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

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

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

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

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

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

  • Purchase Option Price means the amount payable by a Lessee upon the exercise of its option to purchase a related 2023-1 Vehicle which amount equals (a) with respect to a Matured Vehicle, the Contract Residual Value plus any fees, taxes and other charges imposed in connection with such purchase and (b) with respect to a related 2023-1 Vehicle for which the related 2023-1 Lease has been terminated early by the Lessee, the sum of (i) any unpaid Monthly Payments due, (ii) any fees, taxes and other charges imposed in connection with the related 2023-1 Lease, (iii) an early termination fee and (iv) the Actuarial Payoff.

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

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • Warrant Share means the Common Shares issuable upon the exercise of the Warrants.

  • Warrant Share Number means at any time the aggregate number of shares of Warrant Stock which may at such time be purchased upon exercise of this Warrant, after giving effect to all prior adjustments and increases to such number made or required to be made under the terms hereof.

  • Conversion Share means any share of Common Stock issued or issuable upon conversion of any Note.

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

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).