Closing Share Amount definition

Closing Share Amount is defined in Section 1.2(a)(i).
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Closing Share Amount means the number of shares of Common Stock (rounded to the nearest whole number) equal to the result obtained by dividing (a) $20,000,000 by (b) the Fair Market Value of the Common Stock as of the Closing Date.
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Closing Share Amount means the portion of the applicable Purchase Price consisting of shares of Purchaser’s Common Stock as set forth in the table in Section 1.2.1 above (subject to adjustment for stock splits, stock dividends, recapitalizations and the like).
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Examples of Closing Share Amount in a sentence

  • Exchange agrees to prepare and file such amendments and supplements to the Shelf Registration Statement to increase the number of Registration Shares eligible to be sold thereunder by an amount equal to the balance of the Closing Share Amount on or before May 1, 2000.

  • Exchange shall prepare and deliver to MicroStrategy on or prior to January 14, 2000 a certificate setting forth its calculation of the Closing Share Amount, which certificate shall be conclusive absent manifest error.

  • Xxxx Revocable Trust pursuant to this Section 2.11(a)(iii) (the “Helm Closing Share Amount”) shall be paid in the form of Parent Common Shares rather than cash, all of which Parent Common Shares shall be restricted and subject to forfeiture as provided in the Restricted Shares Agreement, and the number of which shall be calculated by dividing such Helm Closing Share Amount by the Closing Stock Valuation, with the resulting share amount rounded down to the nearest whole share.

  • Closing Amounts shall be made within five Business Days of it being agreed or otherwise determined and the amount of the Final Closing Share Amount due in respect of the Share Consideration shall, for the avoidance of doubt, be treated as adjusting the Closing Price, thus resulting after such adjustment in the Share Consideration.

  • The Adjustment Amount will be equal to ten percent (10%) of the Closing Cash Amount, or $10,000 and fifty percent (50%) of the Closing Share Amount, or $50,000 worth of shares.

  • At each Release Date, Parent shall issue additional instructions to the Payment Agent for the benefit of the Securityholders, the aggregate First Tranche Closing Share Amount and the Second Tranche Closing Share Amount, if any, to be distributed to the Stockholders on such Release Date in accordance with the terms of this Agreement (including the Securityholders’ indemnification obligations set forth in Article VII).

Related to Closing Share Amount

  • Daily Share Amount means, with respect to any VWAP Trading Day, the quotient obtained by dividing (A) the excess, if any, of the Daily Conversion Value for such VWAP Trading Day over the applicable Daily Maximum Cash Amount by (B) the Daily VWAP for such VWAP Trading Day. For the avoidance of doubt, the Daily Share Amount will be zero for such VWAP Trading Day if such Daily Conversion Value does not exceed such Daily Maximum Cash Amount.

  • Net Share Amount has the meaning set forth in Section 3.03(c).

  • Per Share Amount has the meaning set forth in Section 3.01(c).

  • Share Amount means a fraction of ETF Shares calculated in accordance with

  • Maximum Share Amount shall have the meaning set forth in Section 2.01(c).

  • Interest Share Amount shall have the meaning set forth in Section 2(a).

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

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

  • Closing Stock Price means the average closing price of one share of Common Stock for the twenty consecutive trading days that include and immediately precede the last day of the Performance Period.

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Closing Merger Consideration has the meaning set forth in Section 3.2(a)(ii).

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

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

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

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

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

  • Per Share Purchase Price equals $1.00, 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.

  • Final 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 Final Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

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

  • REIT Shares Amount means a number of REIT Shares equal to the product of the number of Partnership Units offered for exchange by a Tendering Party, multiplied by the Conversion Factor as adjusted to and including the Specified Redemption Date; provided that in the event the General Partner issues to all holders of REIT Shares rights, options, warrants or convertible or exchangeable securities entitling the stockholders to subscribe for or purchase REIT Shares, or any other securities or property (collectively, the “rights”), and the rights have not expired at the Specified Redemption Date, then the REIT Shares Amount shall also include the rights issuable to a holder of the REIT Shares Amount of REIT Shares on the record date fixed for purposes of determining the holder of REIT Shares entitled to rights.

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

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

  • Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.

  • VWAP Purchase Share Estimate means the number of shares of Common Stock that the Company has in its sole discretion irrevocably instructed its Transfer Agent to issue to the Buyer via the Depository Trust Company (“DTC”) Fast Automated Securities Transfer Program in connection with a VWAP Purchase Notice pursuant to Section 1(c) hereof and issued to the Buyer’s or its designee’s balance account with DTC through its Deposit Withdrawal At Custodian (DWAC) system on the VWAP Purchase Date (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Net Share Settlement Amount For any Settlement Date, an amount equal to the product of (i) the number of Warrants exercised or deemed exercised on the relevant Exercise Date, (ii) the Strike Price Differential for the relevant Valuation Date and (iii) the Warrant Entitlement.