Closing Share Consideration definition

Closing Share Consideration has the meaning set forth in Section 3.1(b).

Closing Share Consideration means the number of shares (rounded to the nearest whole share) of Acquiror Common Stock (which, for calculation purposes, includes shares of Acquiror Preferred Stock on an as-converted basis) determined by dividing an amount equal to (a) the Closing Merger Consideration by (b) $10.00.

Closing Share Consideration means the number of shares of Buyer's Common Stock equal to (i) Three Million and 00/100 Dollars ($3,000,000.00), divided by (ii) the Closing Share Price, rounded up to the nearest whole number of shares.

Examples of Closing Share Consideration in a sentence

• The PubCo Common Stock issued as part of the Closing Share Consideration, when issued in accordance with this Agreement, will be duly authorized and validly issued, and will be fully paid and nonassessable.

• The Final Closing Working Capital, the Final Closing Indebtedness, the Final Closing Share Consideration, the Post-Closing Share Adjustment Amount and the Post-Closing Cash Adjustment Amount (collectively, the “Final Calculations”) shall be prepared in accordance with the Accounting Principles consistent with Section 3.3(h) below.

• The Closing Merger Consideration shall be paid to Holdings at the Closing in the form of the Closing Cash Consideration and the Closing Share Consideration.

• Immediately prior to the First Effective Time, Pubco shall deposit with the Exchange Agent (i) the number of shares of Pubco Common Stock equal to the Closing Share Consideration (subject to applicable withholding with respect to the Option Share Consideration) and (ii) the Closing Cash Consideration.

• The aggregate consideration to be paid at the Closing to (a) the Pre-Closing Holders and holders of Company Options as of the date hereof in respect of shares of Company Stock, Company Warrants or Company Options held by them as of immediately prior to the First Merger and (b) the recipients of the First LTIP Payment, shall consist of (i) the Closing Cash Consideration and (ii) the Closing Share Consideration (collectively, the “Total Pre-Closing Holder Consideration”).

More Definitions of Closing Share Consideration

Closing Share Consideration means the number of shares (rounded to the nearest whole share) of Pubco Common Stock determined by dividing (a) an equity value equal to $346,000,000, by (b) $10.00.

Closing Share Consideration means a number of Parent Ordinary Shares equal to the quotient of (a) $100,000,000 minus the Agreed Adjustment Amount divided by (b) the Parent Share Price.

Closing Share Consideration means the number of WinVest BVI Ordinary Shares equal to the sum of the Base Stock Consideration, the Xtribe Financing Stock Consideration and the Conversion Stock Consideration.

Closing Share Consideration has the meaning set forth in the Recitals.

Closing Share Consideration means (a) the Closing Share Value minus Closing Cash Consideration divided by (b) $10.20.

Closing Share Consideration means 100,000,000 shares of Purchaser Common Stock.

Closing Share Consideration means 232,380,952 Parent Preferred Shares and 69,714,286 Parent Common Shares, each as adjusted for any stock split, stock dividend, combination, or other recapitalization or reclassification effected after the date hereof.