Closing Stock Consideration definition

Closing Stock Consideration has the meaning set forth in Section 2.6(a)(i).

Closing Stock Consideration has the meaning provided in Section 1.03(c).

Closing Stock Consideration means an amount of shares of Parent Stock equal to (i) the Stock Consideration less (ii) the Holdback Stock Amount.

Examples of Closing Stock Consideration in a sentence

• Subject to the representations and warranties of the Company and of the Sellers contained herein, at the Closing, Parent will have sufficient authorized but unissued shares of capital stock to effect the Closing Stock Consideration and, if applicable, the Interested Adjusted Contingent Consideration.

• Each Seller and each Affiliate designated by a Seller to receive the Closing Stock Consideration is not a U.S. Person (as defined in Rule 902(k) promulgated under the Securities Act) (each Seller and each such Affiliate, a “Non-U.S. Recipient”).

• The Closing Stock Consideration and the Contingent Consideration (if payable in Parent Stock) when issued and delivered by Parent in accordance with the terms of this Agreement, will be duly authorized and validly issued, fully paid and non-assessable and free and clear of any Encumbrances (other than transfer restrictions under U.S. federal and state securities laws and under the Investor Rights Agreement and the Escrow Agreement).

• For purposes of the Consideration Ratio, the value of the Closing Stock Consideration on the Closing Date shall be estimated by Buyer using any reasonable method.

• Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Marcus shall deliver or cause to be delivered to Parent the Closing Stock Consideration in non-certificated book-entry form to Parent’s designated account.

More Definitions of Closing Stock Consideration

Closing Stock Consideration means 2,450,000 shares of Marcus Common Stock.

Closing Stock Consideration means 2 million shares of common stock of Parent, par value $0.50 per share, valued at a price per share based on the volume weighted average share price of Parent of the 5 trailing Business Days prior to the Closing Date.

Closing Stock Consideration means that number of shares of Parent Common Stock equal to the quotient of $4,250,000 divided by the Parent Stock Per Share Price, rounded to the nearest whole share.

Closing Stock Consideration means 100,000 shares of Series A Non-Voting Preferred Stock of Purchaser having such terms as are set forth in the Certificate of Designations.

Closing Stock Consideration means a number of shares of Acquirer Stock (rounded down to the nearest whole share) equal to the quotient of (i) one hundred fifty million dollars ($150,000,000), divided by (ii) Collared Stock Price.

Closing Stock Consideration means the number of shares of WinVest Common Stock equal to the sum of the Base Stock Consideration, the Xtribe Financing Consideration and the Conversion Stock Consideration.

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.