Closing Per Unit Share Consideration definition

Closing Per Unit Share Consideration means (i) the quotient of (A) the Closing Share Consideration divided by (B) the Outstanding Company Units plus (ii) the quotient of (A) the product of (I) the Aggregate Threshold Value multiplied by (II) the Closing Share Consideration Percentage divided by (B) the product of (I) the Parent Share Price multiplied by (II) the Outstanding Company Units.
Sample 1Sample 2Sample 3
Closing Per Unit Share Consideration means (i) the quotient of (A) the Closing Share Consideration divided by (B) the Outstanding Company Units.
Sample 1
Closing Per Unit Share Consideration means (a) the Closing Share Consideration, divided by (b) the Fully Diluted Unit Number, provided, however, that with respect to each Member, the Closing Per Unit Share Consideration shall be rounded to the nearest whole Parent Share.
Sample 1

Examples of Closing Per Unit Share Consideration in a sentence

  • Each Company Unit, held by a Member immediately prior to the Effective Time shall be cancelled and automatically converted into the right to receive, subject to and in accordance with Sections 1.4 and 1.6, a number of Acquirer Preferred Shares equal to the Closing Per Unit Share Consideration.

Related to Closing Per Unit Share Consideration

  • Share Consideration has the meaning given to it in Section 2.2;

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

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

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

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

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

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

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

  • Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing. If settlement of the Performance Share Units may not be made within the period specified in this Section 2(b) due to the limitation in Section 14(t)(iii)(A) of the Plan, such settlement shall be made in accordance with Section 5 of the Agreement.

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $400,000,000, your Sale Bonus would be $400,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Earnout Consideration has the meaning set forth in Section 2.6 below.

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

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

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

  • Scheme Consideration means, in respect of:

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Per Unit Purchase Price equals $7.05, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

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

  • Base Consideration is defined in Section 2.2.

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

  • Earn-Out Shares has the meaning provided in Section 2.2(b).