Cash Merger Price definition

Cash Merger Price shall have the meaning provided in the first paragraph of this Agreement.
Sample 1Sample 2
Cash Merger Price means $165.
Sample 1
Cash Merger Price means the product of (A) the arithmetic average of the closing sales price of a share of Parent Common Stock, as reported in the Nasdaq National Market System for each of the ten (10) Trading Days ending on and including the third Trading Day prior to the Closing Date multiplied by (B) the Conversion Number.
Sample 1

Examples of Cash Merger Price in a sentence

  • If any such holder shall have effectively withdrawn or lost such right, such holder's Shares shall be converted into the right to receive the Cash Merger Price (as defined below).

  • After the waiver provider failed to address these concerns in a timely manner, IDR reported them to BDDS and local code enforcement.

  • The Financial Advisor or its Affiliates shall be entitled to exercise any Warrants held by any of them in accordance with such Warrant's terms and, with respect to any Shares (including Shares issued upon exercise of any Warrant) can make an election to retain Shares or receive the Cash Merger Price in the Merger.

  • Until surrendered as contemplated by this Section 2.6(b), each certificate for Shares shall be deemed at any time after the Effective Time of the Merger to represent only the right to receive upon such surrender the Cash Merger Price for each Share (other than any Retained Share) and a new certificate for each Retained Share, as contemplated by Section 2.1.

  • As soon as reasonably practicable as of or after the Effective Time, the Surviving Corporation shall deposit with the Paying Agent, for payment in accordance with this Article II, the funds necessary to pay the Cash Merger Price and Preferred Merger Price for all Merger Shares and Series F Preferred.

  • For an existing outside washing operation, the most common pollutant of concern may be a total suspended solids (TSS) discharge to a sediment impaired water body.

  • Any other Shares purchased by the Investor shall be retained by the Investor and shall be entitled to receive the Cash Merger Price (but shall not be treated as Retained Shares).

  • Assuming the satisfaction or waiver of the conditions set forth in the Financing Commitment, the Financing Commitments are sufficient to pay the Cash Merger Price, the Preferred Merger Price and all fees and expenses arising out of or relating to the transactions contemplated by this Agreement, including, without limitation, the amount required to purchase or defease all of the outstanding Senior Subordinated Notes and to purchase or redeem all of the outstanding FIRSTS.

  • Until surrendered as contemplated by this Section 3.5(b), each certificate for Shares shall be deemed at any time after the Effective Time of the Merger to represent only the right to receive upon such surrender the Cash Merger Price for each Share (other than any Retained Surviving Corporation Share) and a new certificate for each Retained Surviving Corporation Share.

  • The number of shares of Common Stock into which shares of Preferred Stock may be converted shall be determined by the dividing the Preferential Amount by the conversion price (which shall initially be the Cash Merger Price), reflecting an initial conversion rate of one-to-four.


More Definitions of Cash Merger Price

Cash Merger Price means $150.
Sample 1
Cash Merger Price means $85.
Sample 1
Cash Merger Price means (a) an amount equal to (i) $915 million PLUS (ii) the aggregate exercise price of all Corporation Stock Options (whether or not vested) outstanding immediately prior to the Effective Time PLUS (iii) all cash proceeds received by the Corporation in connection with the exercise of any Corporation Stock Option after the date hereof and prior to the Effective Time (any such exercised Corporation Stock Options shall not be considered outstanding under clause (ii) above LESS (iv) the Net Debt Amount LESS (v) the product of 150,000 multiplied by the Preferred Merger Price LESS (vi) the Corporation Expenses LESS (vii) the aggregate retention bonuses paid or payable in accordance with the arrangements set forth in EXHIBIT C (as the amount of such bonuses may be revised by the Corporation, in its sole discretion, from time to time prior to the Effective Time) PLUS (viii) $582,500 (adjusted in the same proportion as the retention bonuses) divided by (b) the total number of shares of Common Stock outstanding immediately prior to the Effective Time assuming all Corporation Stock Options (whether or not vested) have been exercised.
Sample 1
Cash Merger Price means nine million dollars ($9,000,000).
Sample 1
Cash Merger Price means (a) an amount equal to (i) $915 million plus ----------------- ----
Sample 1

Related to Cash Merger Price

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

  • Cash Merger has the meaning set forth in Section 5.04(b)(ii).

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Base Merger Consideration means $1,500,000,000.

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Share Exchange Ratio means the ratio at which the Transferee Bank shares shall be allotted to the Transferor Banks’ shareholders as set out in the Schedule; and

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

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).

  • First Merger has the meaning set forth in the Recitals.

  • Transaction Price means the final, publicly announced, price per share of Common Stock paid by an acquirer in connection with a Change in Control (other than a Non-Transactional Change in Control), provided, however, that the Administrator may, in its sole discretion, discount the value of any earn-out, escrow or other deferred or contingent consideration (in each case, to zero) as it deems appropriate.

  • Second Merger has the meaning set forth in the Recitals.

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Make-Whole Acquisition Stock Price means the price paid per share of Common Stock in the event of a Make-Whole Acquisition. If the holders of shares of Common Stock receive only cash in the Make-Whole Acquisition in a single per-share amount, other than with respect to appraisal and similar rights, the Make-Whole Acquisition Stock Price shall be the cash amount paid per share of Common Stock. For purposes of the preceding sentence as applied to a Make-Whole Acquisition of the type set forth in clause (a) of the definition Make-Whole Acquisition, a single price per share of Common Stock shall be deemed to have been paid only if the transaction or transactions that caused the Make-Whole Acquisition to occur was a tender offer for more than 50% of the then-outstanding Common Stock. Otherwise, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on the ten Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Exchange Ratio shall have the meaning set forth in Section 24(a) hereof.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Company Merger has the meaning specified in the Recitals hereto.

  • Common Share Reorganization has the meaning set forth in Section 4.1(a);

  • Merger Transactions means, collectively, the transactions contemplated by this Agreement, including the Merger, but excluding, in any event, the Equity Financing.

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

  • Merger Closing means the “Closing” as defined in the Merger Agreement.