We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Company Share Amount definition

Company Share Amount means the aggregate number of shares of Company Common Stock outstanding immediately prior to the Effective Time (including any such shares that are subject to a repurchase option or risk of forfeiture under any restricted stock purchase agreement or other agreement).
Company Share Amount means, as of any date of determination, the number of issued and outstanding shares of Company Common Stock, plus all shares of Company Common Stock issuable pursuant to subscriptions therefor and upon the conversion or exercise of any outstanding Stock Equivalents, or subscriptions therefor, as of such date, whether or not such Stock Equivalent is at the time exercisable or convertible, including, to the extent any Company Stock Plan is assumed or otherwise continued by Parent or HoldCo, any shares of Company Common Stock reserved for issuance pursuant to such Company Stock Plan, whether or not then subject to outstanding awards. For purposes of determining the Company Share Amount, if the number of shares subject to a right to acquire shares is variable, then the number of shares issuable upon conversion, exchange or exercise of such right will equal the maximum number of shares that could be received under such right.
Company Share Amount means the total number of all outstanding Company Shares (other than the Excluded Company Shares) assuming full conversion, exercise and exchange of all Equity Interests of Company, whether or not vested, in the money or subject to conditions to conversion, exercise and exchange.

Examples of Company Share Amount in a sentence

  • At the Closing, the Company (or its designee, which may be the Purchaser on behalf of the Company) shall deliver to each Seller such Seller’s Owned Company Share Amount by wire transfer of immediately available funds to the applicable Purchase Price Bank Account.

  • For purposes hereof, the "Fully Diluted Company Share Amount" means the number of shares of Company Common Stock calculated as of the close of business on the day immediately preceding the Effective Time pursuant to the Treasury Stock Method (assuming a 35% effective tax rate) as defined by GAAP (as defined herein), which as of the close of business on January 26, 2001 and based on outstanding shares and options as of January 25, 2001, would have resulted in an Exchange Ratio of 0.6163.

  • For purposes of this Agreement, "Exchange Ratio" shall mean the decimal equivalent (rounded to four decimal places) of the quotient obtained by dividing the Aggregate Parent Share Amount (as defined below) by the Fully Diluted Company Share Amount (as defined below).

  • Any determination by the Company to satisfy this condition by setting the Acquiror Common Stock Value at the Floor Price shall require the written consent of Selling Shareholders holding not less than 80% of the Fully Diluted Company Share Amount, and such consent shall be thereafter binding on all Selling Shareholders.

  • The Federal Reserve was created when the clearinghouses became exposed to decisions of trusts that were not part of the clearinghouse.

  • In addition, Parent shall deliver to the Escrow Agent such Securityholder's proportionate share (based on the Total Company Share Amount) of the Working Capital Reserve.

  • The Exchange Ratio shall be a fraction having a numerator equal to twelve million seven hundred fifty thousand (12,750,000) and having a denominator equal to the amount determined by multiplying (A) the Parent Average Stock Price by (B) the Adjusted Fully Diluted Company Share Amount.

  • For purposes of the calculation of the exchange ratio for Company Stock under Section 2.1(c) hereof, it is assumed that the number of Fully Diluted Company Shares is 12,349,039, which number shall be confirmed or updated at the Closing and reflected in the certificate of the Chief Executive Officer of the Company that is being provided to Parent and Acquisition Sub pursuant to Section 6.2(a) (the "Fully Diluted Company Share Amount").

  • For purposes of the calculation of the exchange ratio for Purchaser Common Stock under Section 2.1(c) hereof, it is assumed that the number of Fully Diluted Company Shares is 1,500 (the "Fully Diluted Company Share Amount").

  • Additionally, the credibility of explanation must be considered in the context of the origins of the underpin- ning information (i.e., provenance).


More Definitions of Company Share Amount

Company Share Amount shall be the difference of: (A) the sum of the aggregate number of shares of Company Common Stock and Company Preferred Stock outstanding immediately prior to the Effective Time (including any such shares that are subject to a repurchase option or risk of forfeiture under any restricted stock purchase agreement or other agreement); LESS (B) 348,228 shares of Series A Preferred Stock.
Company Share Amount means the 800,000 shares of Common Stock to be purchased by the Company in the Tender Offer, prior to Icahn Enterprises purchasing any shares of Common Stock in the Tender Offer, all upon the terms and subject to the conditions of the Tender Offer as set forth in the Offer Documents.
Company Share Amount means the Company Share Number (as defined below) multiplied by the trailing thirty day average closing price of the Company Common Stock as of the date on which the value of the Target Shares was definitively determined.

Related to Company 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.

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

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

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

  • 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).

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

  • 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.

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

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

  • 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).

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

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

  • Merger Shares has the meaning set forth in Section 2.2(c).

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

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

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing.

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

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

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.

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

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.

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

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

  • 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.