Closing Consideration Shares definition

Closing Consideration Shares has the meaning set forth in Section 1.2.

Closing Consideration Shares means the shares of Parent Preferred Stock comprising the aggregate Per Share Closing Equity Consideration. “Closing Date” has the meaning set forth in Section 2.01(c).

Closing Consideration Shares means the 27,824,654 Eldorado Shares to be issued upon Closing, subject to any Capital Adjustment pursuant to section 3.2(1);

Examples of Closing Consideration Shares in a sentence

• Buyer shall use its best efforts (a) to cause the Closing Consideration Shares to be approved for listing on the NYSE, subject to official notice of issuance, prior to the Closing Date and (b) to cause the Earn-Out Shares to be approved for listing on the NYSE, subject to official notice of issuance, prior to the date of issuance.

• Seller acknowledges that the Closing Consideration Shares and the Earn-Out Shares shall be acquired for investment for Seller’s own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof, and Seller has no present intention of selling, granting any participation or otherwise distributing such Parent Shares.

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• Without limiting any direct right of recovery against the undersigned for indemnification, the foregoing indemnity shall entitle the Representative to indemnification or recoupment from and right of set off against, any Closing Consideration Shares or any funds (including those held in escrow pursuant to the Escrow Agreement that are to be distributed to the undersigned after satisfaction of any claims pursuant to Article VII of the Merger Agreement).

More Definitions of Closing Consideration Shares

Closing Consideration Shares means a number of shares of Purchaser Common Stock having a value of the sum of (a) $7,400,000 (based on the applicable Deemed Share Value), minus (b) that portion of the Company Expenses payable at the Closing in shares of Purchaser Common Stock as set forth on the Final Spreadsheet.

Closing Consideration Shares means the Parent Shares constituting the Closing Equity Consideration.

Closing Consideration Shares on Schedule A and deposit on Shareholder’s behalf with the Escrow Agent the number of Class A Common Shares identified as “Escrow Consideration Shares” on Schedule A;

Closing Consideration Shares means a number of shares of Parent Common Stock equal to the Consideration Shares minus:

Closing Consideration Shares means shares of Acquiror Common Stock, which represent immediately after they are issued twenty-four and one half percent (24.50%) of the total issued and outstanding shares of Acquiror as of the close of business on the Closing Date (and expressly excluding from such calculation any shares of capital stock issuable in respect of restricted stock units, options, warrants and convertible debt).

Closing Consideration Shares means the Generac Common Stock to be issued on the Effective Date pursuant to the Arrangement.

Closing Consideration Shares means such number of Parent Ordinary Shares as is determined by dividing the Initial Consideration Amount by the Agreement Date Share Value, rounded up or down to the nearest whole Parent Ordinary Share.