Canceled Shares definition

Canceled Shares has the meaning given to it in Section 2.1(a)(ii).
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Canceled Shares shall have the meaning set forth in Section 2.7(c)(i).
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Canceled Shares shall have the meaning set forth in Section 3.1(b)(ii).
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Examples of Canceled Shares in a sentence

  • In the event of a transfer of ownership of Canceled Shares which is not registered in the transfer records of EUA, the Merger Consideration in respect of such Canceled Shares may be given to the transferee thereof if the Certificate or Certificates representing such Canceled Shares is presented to the Paying Agent, accompanied by all documents required to evidence and effect such transfer and by evidence satisfactory to the Paying Agent that any applicable stock transfer taxes have been paid.

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  • The “Cash Component” shall be equal to the product obtained by multiplying (x) the number of shares of Company Common Stock issued and outstanding as of the Closing Date (excluding all Canceled Shares, Appraisal Shares and Subsidiary-Owned Company Shares) by (y) $8.00.

  • All of the Canceled Shares are owned of record and beneficially by Ameribank free and clear of all liens.

  • At or prior to the Effective Time, Parent shall deposit or cause to be deposited with the Paying Agent, for payment in accordance with this Article II through the Paying Agent, cash in an amount sufficient to pay the aggregate Merger Consideration in exchange for all of the shares of Company Common Stock outstanding immediately prior to the Effective Time (other than Canceled Shares or Dissenting Shares).

  • From and after the date of this Agreement and until the earlier of the Effective Time and the termination of this Agreement, Ameribank will not sell or otherwise dispose of any Canceled Shares or otherwise to facilitate the consummation of the transactions contemplated by this Agreement.

  • In the event of a transfer of ownership of Canceled Shares which is not registered in the transfer records of KCPL, a certificate representing the proper number of shares of Western Resources Common Stock may be issued to a transferee if the Certificate representing such Canceled Shares is presented to the Exchange Agent, accompanied by all documents required to evidence and effect such transfer and by evidence satisfactory to the Exchange Agent that any applicable stock transfer taxes have been paid.

  • Each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than (i) Canceled Shares, (ii) Dissenting Shares, and (iii) Subsidiary Converted Shares) shall be converted into the right to receive $190.00 in cash, without interest (the “Merger Consideration”).

  • Except as otherwise provided in this Agreement, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than any Canceled Shares or Dissenting Shares) shall be converted into the right to receive $54.20 per share of Company Common Stock in cash, without interest (the “Merger Consideration”).

  • Ameribank will vote the Canceled Shares in favor of the approval and adoption of this Agreement and the approval of the Merger.


More Definitions of Canceled Shares

Canceled Shares. Section 2.02(b) "Certificates" -- Section 2.02(b) "Closing" -- Article III "Closing Agreement" -- Section 4.10(j) "Closing Date" -- Article III "Code" -- Section 2.03 "Confidentiality Agreement" -- Section 7.01 "Constituent Entities" -- Section 1.01 "Contracts" -- Section 4.04(a) "control," "controlling," "controlled by" and "under common control with" -- Section 10.10(a) "DOE" -- Section 4.05(b) "Effective Time" -- Section 1.02 "Environmental Claim" -- Section 4.13(f)(i) "Environmental Laws" -- Section 4.13(f)(ii) "Environmental Permits" -- Section 4.13(b) "ERISA" -- Section 4.11(a) "ERISA Affiliate" -- Section 4.11(c) "EUA" -- Preamble "EUA Associates" -- Section 4.01(b) "EUA Employee Agreements" -- Section 7.05(d)(ii) "EUA Executives" -- Section 7.05(d)(ii) "EUA Shares" -- Preamble "EUA Disclosure Letter" -- Section 4.01(a) "EUA Employee Benefit Plans" -- Section 4.11(a) "EUA Financial Statements" -- Section 4.05(a) "EUA Nuclear Facilities" -- Section 4.16 "EUA Material Adverse Effect" -- Section 4.01(a) "EUA Required Consents" -- Section 4.04(a) "EUA Required Statutory Approvals" -- Section 4.04(b) "EUA SEC Reports" -- Section 4.05(a)
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Canceled Shares has the meaning set forth in Section 1.08(b).
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Canceled Shares shall have the meaning set forth in Section 1.05(d).
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Canceled Shares has the meaning provided such term in Section 3.1(b).
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Canceled Shares. Section 2.02(b) "Certificates" -- Section 2.02(b) "Circular" -- Section 4.08(b) "Closing" -- Article III "Closing Agreement" -- Section 4.10(j) "Closing Date" -- Article III "Code" -- Section 2.03 "Companies Act" -- Section 5.02(a) "Company" -- Preamble "Company Associates" -- Section 4.01(b) "Company Shares" -- Preamble "Company Disclosure Letter" -- Section 4.01(a) "Company Employee Benefit Plans" -- Section 4.11(a) "Company Financial Statements" -- Section 4.05(a) "Company Nuclear Facilities" -- Section
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Related to Canceled Shares

  • Cancelled Shares has the meaning set forth in Section 3.1(a).

  • Company Shares means the common shares in the capital of the Company;

  • Excluded Shares has the meaning set forth in Section 2.1(b).

  • Company Options means any options to purchase shares of Company Common Stock, whether granted pursuant to any of the Company Stock Plans or otherwise.

  • Retained Shares has the meaning set forth in the recitals.

  • Converted Shares means the Subject Equity Shares resulting from the conversion of Limited Voting Shares into the Subject Equity Shares pursuant to subparagraph (ii);

  • Parent Stock means the common stock, par value $0.01 per share, of Parent.

  • Restricted Shares shall have the respective meanings set forth in Section 2.14.

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Unvested Shares means "Unvested Shares" as defined in the Award Agreement.

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

  • Vested Shares means "Vested Shares" as defined in the Award Agreement.

  • Company Warrants means warrants to purchase shares of Company Capital Stock.

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

  • Company RSUs means any restricted stock units granted under any of the Company Equity Plans.

  • Dissent Shares means Company Shares held by a Dissenting Shareholder and in respect of which the Dissenting Shareholder has validly exercised Dissent Rights;

  • Dissenting Shares has the meaning set forth in Section 2.7.

  • Issued Shares means, collectively, all outstanding Shares issued pursuant to Restricted Stock Awards, all outstanding Shares issued pursuant to Unrestricted Stock Awards, and all Option Shares.

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • Company Stock means, collectively, the Company Common Stock and the Company Preferred Stock.

  • Common Shares means the common shares in the capital of the Corporation;

  • Company Option means an option to purchase shares of Company Common Stock granted under the Company Incentive Plan.

  • Escrowed Shares has the meaning set forth in Section 2.4.

  • Newco Shares means the common shares in the capital of Newco;

  • Rollover Shares has the meaning given in the recitals.

  • Acquired Shares has the meaning set forth in the Recitals.