Closing Parent Shares definition

Closing Parent Shares means 1,590175 shares of Parent Common Stock (subject to appropriate adjustment for any stock splits, stock combinations, stock dividends, recapitalizations or similar event occurring after the date hereof and prior to the Closing Date).
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Closing Parent Shares means the sum of (a) the Parent Shares less (b) the Escrow Shares.
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Closing Parent Shares means an amount equal to 11,000,000 less the Closing Parent Stock Options.
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Examples of Closing Parent Shares in a sentence

  • The Closing Parent Shares will be subject to a lock-up arrangement pursuant to which (i) one-third (1/3) of the Closing Parent Shares will be released four (4) months plus one (1) day after the date of Closing, (ii) one-third (1/3) of the Closing Parent Shares will be released one year after the date of Closing, and (iii) the remainder of the Closing Parent Shares (1/ 3) will be released eighteen (18) months after the date of Closing.

  • The aggregate purchase price for the Acquisition is an amount, payable as set forth in this Agreement, equal to the sum of (i) the Closing Cash Consideration, plus (ii) the Closing Parent Shares, plus (iii) theAdditional Consideration, plus (iv) the Deferred Consideration, plus (v) the Earnout Consideration (such sum, in the aggregate, the “Purchase Price”), plus the assumption of the Assumed Liabilities.

  • At the Closing, (i) Buyer shall pay, or cause to be paid, to each Seller, by wire transfer of immediately available funds to the respective account of such Seller set forth in the Payment Statement, such Seller’s Pro Rata Share of the Estimated Closing Cash Consideration and (ii) Buyer shall direct Parent to, and Parent shall, on behalf of Buyer, issue or cause to be issued, to each Seller in book-entry form, such Seller’s Pro Rata Share of the Closing Parent Shares.


More Definitions of Closing Parent Shares

Closing Parent Shares is defined in Section 3.1(a).
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Closing Parent Shares means a number of shares of DMS Class A Common Stock, rounded down to the nearest whole number, equal to the quotient of (a) $20,000,000, divided by (b) the Per Share Value as of the Closing Date.
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Closing Parent Shares in Section 11.01 of the Agreement is hereby deleted in its entirety and replaced with the following:
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Closing Parent Shares means the Total Parent Shares minus the Holdback Shares minus the Note Conversion Shares and minus the Optionholder Shares.
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Closing Parent Shares means a number of Parent Shares equal to (a) the number of Initial Parent Shares, minus (b) the number (if any) of Parent Shares delivered by APSLP to Parent pursuant to Section 2.10(d).
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Related to Closing Parent Shares

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

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

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

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

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

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

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

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

  • Company Shareholder means any holder of any Company Shares.

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

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

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

  • Buyer Stock means the common stock, par value $0.001 per share, of Buyer.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Parent Stockholder Approval has the meaning set forth in Section 5.2.

  • Common Shareholders means the holders of the Common Shares.

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

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