ANDA Consideration Shares definition

ANDA Consideration Shares means shares of Acquiror Common Stock, which represent immediately after they are issued twenty-four and one half percent (24.50%) of the total issued and outstanding shares of capital stock of Acquiror as of the close of business on the Closing Date (and expressly excluding from such calculation any shares of capital stock issuable in respect of restricted stock units, options, warrants and convertible debt).
Sample 1

Examples of ANDA Consideration Shares in a sentence

  • In living on a chief’s parcel, commoners were expected to work the land.

  • Issuance of the 12,947,655 ANDA Consideration Shares is subject to milestones, achievement of which is uncertain.

  • A portion of the Closing Consideration Shares, and if ANDA Approval is obtained prior to the 18 month anniversary of the Closing Date, a portion of the ANDA Consideration Shares, will be held in escrow for a period of 18 months from the Closing Date to be applied towards any indemnification claims by Innovus pursuant to the Merger Agreement.

  • The FMV of the ANDA Consideration Shares was established using the Black-Scholes options pricing model to account for the uncertainty in the future value of the shares.

Related to ANDA Consideration Shares

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

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

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

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

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

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

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

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • 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.

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

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

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

  • 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.

  • Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

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

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

  • Initial Consideration has meaning ascribed by Clause 4.1;

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

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

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • 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.

  • ASA Shares has the meaning set forth in 2.4(a).

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.