Common Stock Ratio definition

Common Stock Ratio means (i) if the Effective Time occurs on or before the Dividend Record Date, 1.10 and (ii) if the Effective Time occurs after the Dividend Record Date, 2.20.
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Common Stock Ratio means the quotient (rounded to the nearest 1/10,000) determined by dividing $45.00 by the Weighted Average Sale Price; provided that the Common Stock Ratio shall not be less than .495 or greater than .650.
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Common Stock Ratio means the quotient of (x) one, divided by (y) the total number of shares of Common Stock (including shares of common stock issuable upon conversion of Series A and Series B Preferred Stock (including any Deferred B Shares)). For purposes of this Agreement, the (“Remaining DMGI Common Stock”) shall mean the difference of (1) 9,064,941 and (2) the number of shares of DMGI Common Stock issuable pursuant to Sections 1.4(a) and (b).
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Examples of Common Stock Ratio in a sentence

  • MediaOne has received an opinion of Lehman Brothers Inc., financial advisor to MediaOne, to the effect that, as of March 21, 1999, from a financial point of view, the Common Stock Ratio is fair to the holders of MediaOne Common Stock.

  • Comcast has received an opinion of Salomon Smith Barney Inc., financial advisor to Comcast, to the effect that, as of March 21, 1999, the Common Stock Ratio is fair to Comcast from a financial point of view.

  • The holders of our common stock are entitled to one vote for each share of common stock held and the holders of our Class A Common Stock are entitled to the number of votes equal to the Class A Common Stock Ratio for each share of Class A Common Stock held on all matters submitted to a vote of the stockholders, including the election of directors except as to the Class A Directors during the Class A Director Period.

  • Subject to Section 3.1(m), each issued and outstanding share (other than shares to be canceled in accordance with Section 3.1(j)) of Concentric Common Stock shall be converted into the right to receive a number of fully paid and nonassessable shares of Newco Common Stock equal to the Common Stock Ratio (together with the cash in lieu of fractional shares of Newco Common Stock as specified below, the "COMMON STOCK CONSIDERATION") and the associated Rights shall be terminated immediately prior thereto.

  • Each such Company Stockholder shall receive a Convertible Promissory Note in the principal amount determined by multiplying the Aggregate Note Amount by such Company Stockholder’s Company Common Stock Ratio.

  • The Common Stock Ratio and Cash Exchange Ratio shall be adjusted to reflect fully the effect of any reclassification, combination, subdivision, share split, reverse split, share dividend (including any share dividend or distribution of securities convertible into CPA:12 Common Stock), reorganization, recapitalization or other like change with respect to CPA:12 Common Stock (or for which a record date is established) after the date hereof and prior to the Effective Time.

  • Comcast has received an opinion of Salomon Smith Barney Inc., financial advisor to Comcast, to the effexx xxxx, xx xf March 21, 1999, the Common Stock Ratio is fair to Comcast from a financial point of view.

  • In connection with any notice delivered pursuant to Section 2.01(b) or (d) or Section 2.03, the fair market value of Common Stock held by Minto Delaware shall be equal to the product of (x) the Adjusted MB FFO; (y) the NAREIT Multiple; and (z) the MD Common Stock Ratio.

  • Comcast has received an opinion of Xxxxxxx Xxxxx Barney Inc., financial advisor to Comcast, to the effect that, as of March 21, 1999, the Common Stock Ratio is fair to Comcast from a financial point of view.

  • B-1 Preferred Stock” means the product of (i) the Target Series B-1 Acquiror Common Stock Ratio and (ii) Acquiror Aggregate Common Stock.


More Definitions of Common Stock Ratio

Common Stock Ratio means a fraction, the numerator of which is the VWAP per share for the Common Stock for the Reset Period, and the denominator of which is the VWAP per share for the Common Stock on the Trigger Date.
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Common Stock Ratio means the quotient of (x) one, divided by (y) the total number of shares of Common Stock (including any Deferred Common Shares and any shares of common stock issuable upon conversion of Series A Preferred Stock, Series B Preferred Stock (including any Deferred B Shares) and Series C Preferred Stock (in each case, to the extent applicable)). For purposes of this Agreement, the “Remaining DMGI Common Stock” shall mean the difference of (1) 9,064,941 and (2) the number of shares of DMGI Common Stock issuable pursuant to Sections 1.4(a) and (b). For purposes of this Agreement, “Deferred Common Shares” means any shares of Orchard Common Stock that either (x) have been issued pursuant to the terms of the Deferred Stock Awards but are still held by the Orchard or (y) are issuable (but not actually issued) pursuant to the Deferred Stock Awards.
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Common Stock Ratio means, with respect to a calendar
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Common Stock Ratio means the result obtained by dividing one (1) by the sum of (x) the number of shares of Company Common Stock issued and outstanding at the Effective Time plus (y) the number of shares of Company Common stock issuable upon exercise or conversion of any option, warrant, convertible security or other right outstand ing or in effect at the Effective Time.
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Common Stock Ratio means (a) the then-current ten-trading day trailing average closing price of the Common Stock as reported on The Nasdaq Stock Market, divided by (b) the ten-trading day trailing average closing price of the Common Stock as reported on The Nasdaq Stock Market as of the Restatement Effective Date; in each case as equitably adjusted for any stock splits, cash dividends, stock dividends, other distributions, combinations, recapitalizations and the like after the date of this Agreement; provided, that in the event the LICENSEE is no longer listed on The Nasdaq Stock Market or another nationally-recognized exchange of similar standing, clause (a) of this definition shall instead be the value of the Common Stock of the LICENSEE as determined by a mutually agreeable third party valuation firm, which valuation shall occur every six months (the fees and expenses of which shall be shared equally between the LICENSEE and MSK). Each Enterprise Value Milestone Payment shall be payable only once. Payment by LICENSEE to MSK of any such Enterprise Value Milestone Payment shall be made in cash payable within [***] days following it becoming due, which shall occur upon the achievement of any milestone event or Change of Control, as applicable. Notwithstanding anything else in this Section 5.1.8 or the Agreement to the contrary, upon a Change of Control (as defined below) of the LICENSEE during the term of this Agreement, (i) if the Actual Consideration Amount (as defined below) for such Change of Control would trigger an Enterprise Value Milestone Payment (using the Actual Consideration Amount in clause (a) of the definition of Common Stock Ratio), then in connection with such Change of Control the LICENSEE shall pay MSK an amount equal to [***] of such Enterprise Value Milestone Payment (provided the LICENSEE has not already paid such Enterprise Value Milestone Payment prior to such Change of Control) and (ii) if the Calculated Consideration Amount (as defined below) for such Change of Control would trigger an Enterprise Value Milestone Payment (using the Calculated Consideration Amount in clause (a) * Confidential Information, indicated by [***], has been omitted from this filing and filed separately with the Securities and Exchange Commission. of the definition of Common Stock Ratio), whether or not in addition to an Enterprise Value Milestone Payment determined pursuant to clause (i) above, then in connection with such Change of Control the LICENSEE shall pay MSK an amou...
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Related to Common Stock Ratio

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Common Stock Price means, with respect to the Company and each of the Peer Companies, as of a particular date, the average of the Fair Market Value over the 15 consecutive trading days ending on, and including, such date (or, if such date is not a trading day, the most recent trading day immediately preceding such date); provided, however, that if such date is the date upon which a Transactional Change of Control occurs, the Common Stock Price of a share of common stock as of such date shall be equal to the fair value, as determined by the Committee, of the total consideration paid or payable in the transaction resulting in the Transactional Change of Control for one share of Common Stock.

  • Class C Common Stock means the Class C Common Stock, par value $0.01 per share, of the Company.

  • Fully-Diluted Common Stock means, at any time, the then outstanding Common Stock of the Company plus (without duplication) all shares of Common Stock issuable, whether at such time or upon the passage of time or the occurrence of future events, upon the exercise, conversion or exchange of all then outstanding Common Stock Equivalents.

  • Common Stock means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.

  • Holdings Common Stock means the common stock of Holdings, par value $.01 per share.

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Class A Common Stock means the Class A Common Stock, par value $.01 per share, of the Company.

  • Fully Diluted Capitalization means the aggregate number, as of immediately prior to the First Equity Financing, of issued and outstanding shares of Capital Stock, assuming full conversion or exercise of all convertible and exercisable securities then outstanding, including shares of convertible Preferred Stock and all outstanding vested or unvested options or warrants to purchase Capital Stock, but excluding (i) the issuance of all shares of Capital Stock reserved and available for future issuance under any of the Company’s existing equity incentive plans, (ii) convertible promissory notes issued by the Company, (iii) any SAFEs, and (iv) any equity securities that are issuable upon conversion of any outstanding convertible promissory notes or SAFEs.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • Class V Common Stock means the Class V common stock, par value $0.0001 per share, of the Corporation.

  • Early Preference Share Valuation Date means the date specified as such in the relevant Early Preference Share Redemption Notice which shall fall not less than one day and not more than 180 days following the day such Early Preference Share Redemption Notice is given. The Early Preference Share Redemption Notice may provide that such date is subject to adjustment in accordance with certain disruption or adjustment events, as determined by the Calculation Agent.

  • Common Share Price means the volume weighted average per share trading price of the Common Shares on the TSX for the 10 consecutive Trading Day period ending on the Trading Day immediately before the occurrence of a Trigger Event, or if the Common Shares are not then listed on the TSX, the principal stock exchange on which the Common Shares are then listed or quoted (being the stock exchange with the greatest volume of trading in the Common Shares during the previous six months), or if such shares are not listed or quoted on any stock exchange, or if no such trading prices are available, the Floor Price.

  • Class A Ordinary Share Value means, as of the close of business on the day preceding the date, the volume weighted average trading price of the Class A Ordinary Shares on all trading platforms or trading systems on which the Class A Ordinary Shares are being traded over the forty-five (45) trading days then ended, provided, that if the total aggregate trading volume over such 45-trading-day period is less than 5% of the public float, such period shall be extended to the ninety (90) trading days then ended, provided, further, if the total aggregate trading volume over such 90-trading-day period is less than 5% of the public float, the holder of the Class B Ordinary Shares shall request that the Board obtain an appraisal of the value of the Class A Ordinary Shares from one or more independent nationally-recognized third party appraisal companies and such appraisal shall constitute the Class A Ordinary Share Value.

  • Capitalization Ratio means, at any date of determination, the ratio of (a) Funded Debt to (b) Capitalization.

  • Common Stock Equivalent means any Convertible Security or warrant, option or other right to subscribe for or purchase any Additional Shares of Common Stock or any Convertible Security.

  • Common Share means one share of the common stock of the Company.

  • Parent Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of Parent.

  • Class B Common Stock means the Class B common stock, par value $0.0001 per share, of the Company.

  • Consolidated Capitalization Ratio on the last day of any fiscal quarter, the ratio of (a) Consolidated Total Indebtedness to (b) Consolidated Capital.

  • Class A Preferred Stock means the Class A preferred stock, nominal value $0.0001 per share, of the Company.

  • Common Stock Dividend means a stock dividend declared and paid on the Common Stock that is payable in shares of Common Stock.

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

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.