Cash Electing Shares definition

Cash Electing Shares has the meaning set forth in ss.2(d)(viii).
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Cash Electing Shares has the meaning set forth in Section 4.1(a)(ii).
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Cash Electing Shares has the meaning specified in Section 3.1(a)(ii).
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Examples of Cash Electing Shares in a sentence

  • As used herein, the term “Cash Election Amount” shall mean the product of the aggregate number of Cash Electing Shares multiplied by the Cash Consideration.

  • If the Exchange Agent determines that any Election was not properly made with respect to VPT Shares, such shares shall be treated by the Exchange Agent as shares that were not Cash Electing Shares or Stock Electing Shares ("Non Electing Shares") at the Election Date, and such shares shall be exchanged in the Merger pursuant to Section 5.1(a).

  • The Exchange Agent shall also make all the computation contemplated by this Section 2.07, including the determination of the number of Cash Electing Shares, Stock Electing Shares and Non-Electing Shares and, after consultation with Parent, all such computation will be conclusive and binding on the former holders of shares of the Company Common Stock absent manifest error.

  • If the Exchange Agent determines that any election to receive the Cash Election Price or the Class A Exchange Ratio was not properly made with respect to shares of Company Common Stock, such shares shall be treated by the Exchange Agent as shares which were not Cash Electing Shares or Class A Electing Shares at the Effective Time, and such shares shall be exchanged in the Merger for shares of Class B Stock pursuant to Section 2.1(c)(iii).

  • The remaining Cash Electing Shares shall each receive the Per Share Cash Price.

  • If the Cash Election Amount exceeds the Aggregate Cash Consideration, then, instead of being converted into the right to receive the Cash Consideration, a portion of each holder’s Cash Electing Shares equal to the Cash Fraction (defined below) shall be converted into the right to receive the Cash Consideration and the remaining portion of each holder’s Cash Electing Shares shall be converted into the right to receive the Share Consideration.

  • If the Exchange Agent determines that any election to receive the Cash Election Price was not properly made, or not made at all, with respect to Shares, then such Shares shall be treated by the Exchange Agent as Shares which were not Cash Electing Shares at the Effective Time, and such Shares shall be exchanged in the Merger for Subordinate Shares pursuant to Section 2.1(c)(ii).

  • Immediately after the Effective Time, Carrollton shall deposit, or cause to be deposited, with the Exchange Agent, for the benefit of the holders of the Cash Electing Shares, for exchange in accordance with this ARTICLE IV, subject to Section 4.05(a), an amount of cash necessary to satisfy the aggregate Cash Consideration required to be paid pursuant to this ARTICLE IV (the “Exchange Fund”).

  • The Group also assists the customers to obtain ownership certificates from relevant PRC government department.

  • Section 2.1 Cash Electing Shares.....................................................


More Definitions of Cash Electing Shares

Cash Electing Shares means the shares of Company Stock as to which an election has been made to receive cash in accordance with the terms and conditions of this Agreement.
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Cash Electing Shares is defined in Section 1.06(a)(i).
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Cash Electing Shares means the shares of Company Common Stock as to which an election has been made to receive cash. "CASH PRORATION FACTOR," as used in 1.06(a)(iv) below, means (x) the Number of Cash Paid Shares divided by (y) the number of Cash Electing Shares.
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Cash Electing Shares has the meaning set forth in Section 2(d)(viii).
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Related to Cash Electing Shares

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

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

  • Cash Election shall have the meaning set forth in Section 3.2.2.

  • Stock Election shall have the meaning set forth in Section 3.2.2.

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

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • Qualifying Shares means shares of Common Stock which either (i) have been owned by the Grantee for more than six (6) months and have been “paid for” within the meaning of Rule 144 promulgated under the Securities Act, or (ii) were obtained by the Grantee in the public market.

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

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

  • Share Sale means the sale of (or the grant of a right to acquire or to dispose of) any of the shares in the capital of the Company (in one transaction or as a series of transactions) which will result in the purchaser of those shares (or grantee of that right) and persons Acting in Concert with him together acquiring a Controlling Interest in the Company, except where following completion of the sale the shareholders and the proportion of shares held by each of them are the same as the shareholders and their shareholdings in the Company immediately prior to the sale;[“Significant Transaction” means any transaction or series of transactions involving a transfer or licensing of some or all of the rights in relation to some or all of the assets of the Company, including without limitation licensing agreements and business and asset sale and purchase agreements pursuant to which the net payment(s) to the Company is at least £[insert];] [Note: to include for a Special Dividend][“Special Dividend” has the meaning set out in Article 4.13;] [Note: include if required]

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

  • Non-Electing Share has the meaning specified in Section 12.11.

  • Cash Election Amount means the product of the number of Cash Election Shares multiplied by the Cash Election Consideration.

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

  • Non-Voting Shares means a particular Class of Shares that do not carry the right to notice of or to attend or vote at general meetings of the ICAV or the relevant Fund.

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

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

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

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

  • Specified Shares means all or, as the case may be, some of the shares specified in a disclosure notice;

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Co-op Shares Shares issued by private non-profit housing corporations.

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

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

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

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).