Share Consideration has the meaning given to it in Section 2.2;
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.
Buyer Common Stock means the common stock, $0.01 par value per share, of Buyer.
Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;
Common Stock Consideration has the meaning set forth in Section 1.6(b).
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Stock Consideration has the meaning set forth in Section 2.01(c).
Purchaser Common Stock means the common stock, par value $0.01 per share, of Purchaser.
Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Merger Consideration has the meaning set forth in Section 3.1(a).
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.
Earn-Out Consideration is defined in Section 2.5(c).
Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).
Consideration Shares shall have the meaning set forth in Section 2.7(c).
Cash Merger Consideration has the meaning set forth in Section 2.2(a).
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Earnout Consideration has the meaning set forth in Section 2.6 below.
Scheme Consideration means, in respect of:
Company Share means one share of common stock of the Company, $0.01 par value per share.
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Exchange Consideration shall have the meaning set forth in Section 11(b)(i).
Closing Merger Consideration has the meaning set forth in Section 2.02
Seller Common Stock means the common stock, par value $0.01 per share, of Seller.
Total Merger Consideration has the meaning set forth in Section 2.2(a).
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.