Consideration Shares shall have the meaning set forth in Section 2.7(c).
Stock Consideration has the meaning set forth in Section 2.01(c).
Common Stock Consideration has the meaning set forth in Section 1.6(b).
Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).
Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.
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;
Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.
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.
Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.
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 $400,000,000, your Sale Bonus would be $400,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.
Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));
Earnout Consideration has the meaning set forth in Section 2.6 below.
Exchange Consideration shall have the meaning set forth in Section 11(b)(i).
Earn-Out Consideration is defined in Section 2.5(c).
Earnout Shares has the meaning set forth in Section 3.6(a).
Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).
Initial Consideration shall have the meaning set forth in Section 5.01.
Stock Election Shares shall have the meaning set forth in Section 3.2.1.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Sold Shares shall have the meaning specified in Section 6.
Initial Shares means a number of Registrable Securities equal to the lesser of (i) the total number of Registrable Securities and (ii) one-third of the number of issued and outstanding shares of Common Stock that are held by non-affiliates of the Company on the day immediately prior to the filing date of the Initial Registration Statement.
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Cash Election Shares shall have the meaning set forth in Section 3.2.1.
Base Consideration is defined in Section 2.2.