Completion Consideration Shares definition

Completion Consideration Shares has the meaning ascribed to it in Clause 3.2;
Completion Consideration Shares means the shares of common stock, par value $0.001 per share, of Blink, to be issued by Blink to the Sellers on Completion in accordance with clause 4 with an aggregate value equal to £2,500,000;
Completion Consideration Shares means the Consideration Shares representing [***] in the share capital of the Buyer, on the Fully-diluted and After-issued Basis;

Examples of Completion Consideration Shares in a sentence

  • If Resolution 5 is passed, the Company can proceed with the issue of the Completion Consideration Shares the subject of this Resolution 5 and such securities will be excluded in calculating the Company’s 15% limit in ASX Listing Rule 7.1, effectively increasing the number of Equity Securities the Company can issue without Shareholder approval over the 12 month period following the issue date.

  • In addition, Oliver Rigby has been granted options over 406,016 Ordinary Shares.** 224,974 of these Ordinary Shares are Completion Consideration Shares issued by way of consideration pursuant to the terms of the Not Binary SPA and 1,978,020 of these Ordinary Shares are Completion Consideration Shares issued by way of consideration pursuant to the terms of the Questers SPA.

  • Case No. ICTR-2007-91-R55bis, Warrant of Arrest and Order for Transfer and Detention Addressed to All States, 28 January 2008; The Prosecutor v.

  • The Vendors jointly and severally agree and undertake to the Company that 9,000,000 of the Completion Consideration Shares imposed in equal proportions on the Vendors’ Completion Consideration Shares (“Moratorium Shares”) will be subjected to a moratorium period of 2 years commencing from the Completion Date (“Moratorium Period”) and they shall not sell and/or create any encumbrances or security interests over the Moratorium Shares during the Moratorium Period.

  • The Vendor will hold approximately 84.0% of the enlarged issued share capital of the Company at Completion as a result of the allotment and issue of the Completion Consideration Shares by the Company to the Vendor and the allotment and issue of the Settlement Shares.

  • Resolutions 1 and 2 accordingly seek pre-approval from Shareholders to issue the Completion Consideration Shares and the Earn-out Shares.

  • Until the Senior Obligations are paid in full the Subordinated Creditor shall not assert any claim of subrogation under applicable law or otherwise with respect to the Agents, the Senior Creditors and the Senior Obligations.

  • Under the Supplemental Agreement, it is agreed that the moratorium undertakings of Xxxxxx Xxxxxx, GS and ME will only apply to the Completion Consideration Shares allotted and issued to them on Completion, and will not apply to the Additional Consideration Shares allotted and issued to them on the Relevant Date.

  • The Company does not currently have sufficient placement capacity under Listing Rule 7.1 to issue the Completion Consideration Shares or the Earn-out Shares contemplated under Resolutions 1 and 2.

  • Resolution 3 seeks Shareholder ratification and approval pursuant to Listing Rule 7.4 and for all other purposes for the prior issue of 66,666,667 Completion Consideration Shares (utilising the Company's placement capacity under Listing Rule 7.1).


More Definitions of Completion Consideration Shares

Completion Consideration Shares means 446,500 shares of common stock of the Purchaser less, in the event that a Delayed Completion is required under Clause 4.25, the number of Spanish Consideration Shares (such number of shares to be appropriately adjusted in the event of any share split, stock combination, stock dividend or similar reclassification or other change applicable to shares of common stock of the Purchaser after the date of this Agreement and before the issuance of the Completion Consideration Shares); -------------------------------------------- SCHEDULE 10 - Definitions and Interpretation --------------------------------------------
Completion Consideration Shares means the ordinary shares of US$0.001125 par value each in the capital of the Issuer, to be issued to the Sellers at Completion in the proportions set out in Schedule 1;

Related to Completion Consideration Shares

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

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

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

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

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

  • Initial Consideration has meaning ascribed by Clause 4.1;

  • 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.

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

  • Earnout Consideration has the meaning specified in Section 2.05(a).

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Final Consideration means the entire consideration proposed by a Successful Bidder(s) in the course of the E-Auction, and required to be paid by the Successful Bidder(s) on Consideration Payment Date to acquire the Corporate Debtor as a whole on a going concern.

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

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

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

  • 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.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

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

  • Share Consideration has the meaning given to it in Section 2.2;

  • Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

  • Earn-Out Shares has the meaning provided in Section 2.2(b).