Company Closing Shares definition

Company Closing Shares means a number equal to the total number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time but excluding Cancelled Shares.
Company Closing Shares has the meaning set forth in Section 2.
Company Closing Shares means the aggregate number of shares of the Company Common Stock issued and outstanding immediately prior to the Effective Time. Notwithstanding the foregoing, except in connection with a stock split, stock dividend or other Recapitalization transaction approved by Parent, the Company Closing Shares will not exceed the number of shares outstanding on the Company Capitalization Date, plus any shares of Company Common Stock issued or issuable pursuant to duly exercised Company Stock Options outstanding on the date of this Agreement that are disclosed in Section 3.2(a)(ii).

Examples of Company Closing Shares in a sentence

  • The value per share of the Company Closing Shares as of the date hereof has been determined by the Parties to equal $2.08 (the “Company Common Stock Valuation”).

  • To the extent that any amounts are so withheld by Parent, the Surviving Corporation or the Exchange Agent, as the case may be, such withheld amounts shall be treated for all purposes of this Agreement as having been paid to the holder of the Company Closing Shares in respect of which such deduction and withholding was made by Parent, the Surviving Corporation or the Exchange Agent, as the case may be, and, with respect to any such withholdings that are compensation, shall not be treated as a dividend.

  • The value per share of the Company Closing Shares as of the date hereof has been determined by the Parties to equal $2.08 (the “Company Common Stock Valuation”).

  • From time to time as necessary, Parent shall deposit with the Exchange Agent cash to be paid in lieu of fractional shares as contemplated by Section 2.6 and any dividends or other distributions to which holders of Company Closing Shares are entitled pursuant to Section 2.7(d).

  • The Principal is entitled to 15 days of paid sick leave annually for absence caused by illness or other disability, which shall accumulate to a maximum of one hundred eighty (180) days.


More Definitions of Company Closing Shares

Company Closing Shares means the number of shares of Parent Common Stock equal to (i) the Company Closing Consideration, divided by (ii) the Alliqua Stock Value, rounded down to the nearest whole share.

Related to Company Closing Shares

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

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

  • 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.

  • Company Shares means the common shares in the capital of the Company;

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

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

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • Second Closing has the meaning set forth in Section 2.2.

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

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

  • Parent Warrants has the meaning set forth in Section 5.3(a).

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

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

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Acquired Shares has the meaning set forth in the Recitals.

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

  • First Closing has the meaning set forth in Section 2.1(a).

  • Company Shareholders means holders of Company Shares.

  • Buyer Preferred Stock means the preferred stock, par value $0.001 per share, of Buyer.

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.